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^*

Dunne Debra

(Last)

(First)

(Middle)

711 WEST WALNUT STREET

(Street)

COMPTON

90220

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CROWN CRAFTS INC [ CRWS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/10/2015

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	07/10/2015		M		5,000	A	$5.42	38,718	D
Common Stock	07/10/2015		M		10,000	A	$6.14	48,718	D
Common Stock	07/10/2015		M		7,500	A	$7.9	56,218	D
Common Stock	07/10/2015		F⁽¹⁾		19,887	D	$8.05	36,331	D

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)
Non-Qualifed Stock Option (Right to Buy)	$5.42	07/10/2015		M			5,000	⁽²⁾	06/13/2022	Common Stock	5,000	⁽³⁾	0	D
Non-Qualifed Stock Option (Right to Buy)	$6.14	07/10/2015		M			10,000	⁽⁴⁾	06/14/2023	Common Stock	10,000	⁽³⁾	0	D
Non-Qualifed Stock Option (Right to Buy)	$7.9	07/10/2015		M			7,500	⁽⁵⁾	06/18/2024	Common Stock	7,500	⁽³⁾	7,500	D

Explanation of Responses:

1. This transaction represents the withholding of 19,887 shares of common stock to satisfy the exercise price and tax withholding obligations incurred by the Reporting Person upon the exercise of the options granted to the Reporting Person on June 13, 2012, June 14, 2013 and June 18, 2014.

2. The options were granted on June 13, 2012 and vested as follows: (a) 5,000 shares on June 13, 2013; and (b) 5,000 shares on June 13, 2014. The additional 5,000 options granted on June 13, 2012, and exercisable on on June 13, 2013, were exercised on June 20, 2013.

3. Derivative securities represent the grant of a stock option for services as an officer of the Issuer.

4. The options were granted on June 14, 2013 and vested as follows: (a) 5,000 shares on June 14, 2014; and (b) 5,000 shares on June 14, 2015.

5. The options were granted on June 18, 2014 and vest as follows: (a) 7,500 shares on June 18, 2015; and (b) 7,500 shares on June 18, 2016.

Remarks:

	/s/ Daniel W. Miller on behalf of Debra Dunne	07/13/2015
	** 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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