SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Greenspan Ira Scott

(Last)

(First)

(Middle)

420 LEXINGTON AVENUE

SUITE 300

(Street)

NEW YORK

10170

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PAVmed Inc. [ PAVM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/22/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								28,465	D
Common Stock	11/22/2017		J		67,317	D	$0⁽¹⁾	5,646,562	I	By HCFP/Capital Partners III LLC⁽²⁾
Common Stock								87,020	I	By HCFP Inc.⁽³⁾
Common Stock								20,000	I	By HCFP/AG LLC⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants	$5							10/28/2016	01/29/2022	Common Stock	28,293		28,293	D
Warrants	$5	11/22/2017		J			67,317	10/28/2016	01/29/2022	Common Stock	5,646,562	$0⁽¹⁾	5,646,562	I	By HCFP/Capital Partners III LLC⁽²⁾
Warrants	$5							10/28/2016	01/29/2022	Common Stock	387,020		387,020	I	By HCFP Inc.⁽³⁾
Warrants	$5							10/28/2016	01/29/2022	Common Stock	20,000		20,000	I	By HCFP/AG LLC⁽⁴⁾

Explanation of Responses:

1. The securities were contributed to an affiliated entity and then distributed pro rata by such entity to its equity holders.

2. Mr. Greenspan is a member and a co-manager of HCFP/Capital Partners III LLC, and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.

3. Mr. Greenspan is a controlling shareholder of HCFP Inc., and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.

4. Mr. Greenspan is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the shares held by this entity. Mr. Greenspan disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.

Remarks:

The reporting person no longer has a reportable beneficial interest in the following securities, which were included in the reporting person's prior ownership reports: (i) 20,904 shares of common stock and 6,968 warrants owned by his son, who ceased to share a household with him; and (ii) 125,000 shares of common stock and 125,000 warrants distributed by HCFP/Capital Partners IIIB LLC to its members on a pro rata basis (none of which were distributed to the reporting person).

	/s/ Ira Scott Greenspan	11/27/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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