SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person* Burstein Martin (Last) (First) (Middle) C/O RA MEDICAL SYSTEMS, INC. 2070 LAS PALMAS DRIVE (Street) CARLSBAD CA 92011 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/26/2018	3. Issuer Name and Ticker or Trading Symbol Ra Medical Systems, Inc. [ RMED ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	179,250(1)(2)(3)	D
Common Stock	1,604,500	I	See Footnote(4)
Common Stock	350,000	I	See Footnote(5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(6)	06/04/2028	Common Stock	42,000	$28.94	D
Stock Option (Right to Buy)	(7)	06/04/2028	Common Stock	150,000	$28.94	D

1. Name and Address of Reporting Person* Burstein Martin (Last) (First) (Middle) C/O RA MEDICAL SYSTEMS, INC. 2070 LAS PALMAS DRIVE (Street) CARLSBAD CA 92011 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Martin Burstein Living Trust Dated January 28, 2002 (Last) (First) (Middle) C/O RA MEDICAL SYSTEMS, INC. 2070 LAS PALMAS DRIVE (Street) CARLSBAD CA 92011 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Reported shares are represented by restricted stock units ("RSUs"), and each RSU is the economic equivalent of one share of Ra Medical Systems, Inc. common stock.

2. 148,860 of the RSUs shall vest as follows: 15% of the RSUs shall vest on the 10th day of the first month following the expiration of the Lock-Up Period (as defined in the award agreement) (the "LP"), 15% of the RSUs shall vest on the 10th day of the second month following the expiration of the LP, 15% of the RSUs shall vest on the 15th day of the fourth month following the expiration of the LP, 15% of the RSUs shall vest on the 15th day of the fifth month following the expiration of the LP, 15% of the RSUs shall vest on the 20th day of the seventh month following the expiration of the LP, 15% of the RSUs shall vest on the 20th day of the eighth month following the expiration of the LP, and 10% of the RSUs shall vest on the 25th day of the tenth month following the expiration of the LP, subject to the reporting persons continued service.

3. The remaining 30,390 RSUs shall vest as follows: 33% of the RSUs shall vest on the 10th day of the third month following the expiration of the LP, 33% of the RSUs shall vest on the 15th day of the sixth month following the expiration of the LP, and 34% of the RSUs shall vest on the 20th day of the ninth month following the expiration of the LP, subject to the reporting person's continued service. In the event of a Change in Control (as defined in the Issuer's 2018 Stock Compensation Plan (the "Compensation Plan")), 100% of the RSUs shall immediately become fully vested, subject to the reporting person's continued service.

4. Reported shares held of record by Martin Burstein Living Trust dated January 28, 2002, of which Martin Burstein is the sole trustee.

5. Reported shares held of record by Karen Jorgensen Burstein Family Trust Dated November 10, 2000, of which Martin Burstein's spouse is the sole trustee.

6. One thirty-sixth of the shares subject to the option vest each month over the thirty six months following January 1, 2017, on the same day of the month, subject to the reporting person's continued service. In the event of a Change in Control (as defined in the Compensation Plan), one hundred percent (100%) of the shares subject to the option shall immediately vest.

7. One-third of the shares subject to the option shall vest on June 4, 2019, and one thirty-sixth of the shares subject to the option shall vest monthly thereafter, subject to the reporting person's continued service.

Remarks:

Exhibit 24 - Powers of Attorney

	/s/ Andrew Jackson, as Attorney-in-Fact on behalf of Martin Burstein	09/26/2018
	/s/ Andrew Jackson, as Attorney-in-Fact on behalf of Martin Burstein Living Trust dated January 28, 2002	09/26/2018
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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