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^*

SILLERMAN ROBERT F X

(Last)

(First)

(Middle)

902 BROADWAY

FLOOR 11

(Street)

NEW YORK

10010

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Function(x) Inc. [ FNCX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2016

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⁽¹⁾								30,811,268	I	1⁽¹⁾
Common Stock								37,268	D
Common Stock								8,750,000	I	2⁽²⁾

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)
Series C Preferred Stock	⁽¹⁶⁾	08/22/2016		A		23,264		08/22/2016	⁽¹⁷⁾	Common Stock	⁽¹²⁾	$12⁽¹²⁾	16⁽¹⁶⁾	I	1⁽¹⁾
Series C Preferred Stock	⁽¹⁶⁾	08/22/2016		A		153		08/22/2016	⁽¹⁷⁾	Common Stock	⁽¹²⁾	$13⁽¹³⁾	16	D
Series C Preferred Stock	⁽¹⁶⁾	08/22/2016		A		4,050		08/22/2016	⁽¹⁷⁾	Common Stock	⁽¹²⁾	⁽¹⁴⁾	16⁽¹⁶⁾	I	2⁽²⁾
Series C Preferred Stock	⁽¹⁶⁾	08/22/2016		A		3,608		08/22/2016	⁽¹⁷⁾	Common Stock	⁽¹⁶⁾	⁽¹⁵⁾	16⁽¹⁶⁾	I	3⁽³⁾
Restricted Stock Unit	⁽¹¹⁾							⁽¹¹⁾	⁽¹¹⁾	Common Stock	93,054⁽¹¹⁾		93,054⁽¹¹⁾	D
Warrants (right to buy)	$1.78							03/16/2015	03/16/2020	Common Stock	350,000		350,000⁽⁴⁾	I	1⁽¹⁾
Warrants (right to buy)	$3.51							10/24/2014	10/24/2019	Common Stock	225,000		225,000⁽⁵⁾	I	1⁽¹⁾
Warrants (right to buy)	$2.98							11/25/2014	11/25/2019	Common Stock	150,000		150,000⁽⁶⁾	I	1⁽¹⁾
Warrants (right to buy)	$3.63							12/15/2014	12/15/2019	Common Stock	775,000		775,000⁽⁷⁾	I	1⁽¹⁾
Warrants (right to buy)	$80							03/11/2013	03/11/2018	Common Stock	125,000		125,000⁽⁸⁾	I	1⁽¹⁾
Warrants (right to buy)	$55.2							09/16/2013	09/16/2018	Common Stock	62,500		62,500⁽⁹⁾	I	1⁽¹⁾
Warrants (right to buy)	$80							⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	175,563		175,563⁽¹⁰⁾	I	10⁽¹⁰⁾

Explanation of Responses:

1. Held by Sillerman Investment Company III LLC ("SIC III"), of which the Reporting Person is the manager and sole member. These shares were acquired in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16-b(3) thereunder.

2. Held by Sillerman Investment Company IV LLC ("SIC IV"), of which the reporting person is the manager and sole member. These shares were acquired in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16b-3 thereunder.

3. Held by Sillerman Investment Company VI ("SIC VI"), of which the Reporting Person is the manager and sole member. These shares were acquired in a transaction exempt from the provisions of Section 16(b) pursuant to Rule 16b-3 thereunder.

4. Warrants previously acquired by SIC III, exercisable at $1.78 per share.

5. Warrants previously acquired by SIC III, exercisable at $3.51 per share.

6. Warrants previously acquired by SIC III, exercisable at $2.98 per share.

7. Warrants previously acquired by SIC III, exercisable at $3.63 per share.

8. Warrants previously acquired by the Reporting Person, exercisable at $80.00 per share.

9. Warrants previously acquired by Sillerman Investment Company II, LLC ("SIC II"), of which the Reporting Person is the manager and sole member, exercisable at $55.20 per share.

10. Warrants previously acquired by SIC II, exercisable at $80.00 per share.

11. Restricted stock units in respect of 155,090 shares of Common Stock granted pursuant to the Company's 2011 Executive Incentive Plan. These restricted stock units vested as to 31,018 shares on May 1, 2015 and an additional 31,018 shares will vest on each of May 1, 2017, May 1, 2018 and May 1, 2019. Each restricted stock unit represents the right to receive, at settlement, one (1) share of common stock. This transaction represents the settlement of restricted stock units in shares of common stock on their scheduled vesting date.

12. Debt held by SIC III was exchanged for shares of Series C Preferred Stock.

13. Debt held by the Reporting Person was exchanged for shares of Series C Preferred Stock.

14. Debt held by SIC IV was exchanged for shares of Series C Preferred Stock.

15. Debt held by SIC VI was exchanged for shares of Series C Preferred Stock.

16. Subject to the existing Exchange Agreement, the Series C Preferred Shares are exchangeable for common shares, the number of which will be based on the pricing at the time of exchange.

17. The Series C Preferres Shares are exchangeable for common shares pursuant to a pre-existing exchange agreement. Any exchange is subject to certain conditions but there is no expiration on the time at which such exchange may occur.

	/s/ Robert F.X. Sillerman	08/26/2016
	** 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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