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^*

KIELISZAK JERRY

(Last)

(First)

(Middle)

CHYRONHEGO CORP.

5 HUB DRIVE

(Street)

MELVILLE

11747

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ChyronHego Corp [ CHYR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2013

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)

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)
Employee Stock Option (right to buy)	$1.05	07/21/2013		J			8,334	⁽¹⁾	11/07/2013	Common Stock	8,334	$0.57	0	D
Employee Stock Option (right to buy)	$1.02	07/21/2013		J			25,000	⁽²⁾	06/03/2015	Common Stock	25,000	$0.6	0	D

Explanation of Responses:

1. The Issuer's acquisition of Hego AB on May 22, 2013 (the "closing date") qualified as a change-in-control as that term is defined in the Issuer's 1999 Incentive Compensation Plan (the "1999 Plan"). In accordance with the provisions of the 1999 Plan, these stock options were entitled to be, at the holder's election, surrendered in return for cash equal to the spread between the exercise price and the Change-in-Control Price, which is defined in the 1999 Plan as the highest closing price on the NASDAQ during the period 60 days prior to and 60 days after the closing date. The Reporting Person made such an election to cancel the stock option on July 21, 2013 and surrendered these stock options in return for a cash payment of $4,750.38, which represents the difference between the exercise price of $1.05 and the Change-in-Control Price of $1.62, multiplied by the number of shares subject to the stock option.

2. The Issuer's acquisition of Hego AB on the closing date qualified as a change-in-control as that term is defined in the Issuer's 1999 Plan. In accordance with the provisions of the 1999 Plan, these stock options were entitled to be, at the holder's election, surrendered in return for cash equal to the spread between their exercise price and the Change-in-Control Price. The Reporting Person made such an election to cancel the stock option on July 21, 2013 and surrendered these stock options in return for a cash payment of $15,000.00, which represents the difference between the exercise price of $1.02 and the Change-in-Control Price of $1.62, multiplied by the number of shares subject to the stock option.

Remarks:

	Jerry Kieliszak	07/23/2013
	** 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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