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* Nascimento Egidio (Last) (First) (Middle) C/O VBI VACCINES INC 222 THIRD STREET, STE 2241 (Street) CAMBRIDGE MA 02142 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 12/31/2016	3. Issuer Name and Ticker or Trading Symbol VBI Vaccines Inc/BC [ VBIV ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Financial Officer	5. 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 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 Shares, no par value per share	2,968	D

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
Option (Right to Buy Common Shares)	(1)	03/18/2018	Common Shares	4,671	$2.94(5)	D
Option (Right to Buy Common Shares)	(1)	01/21/2019	Common Shares	13,519	$4.87(5)	D
Option (Right to Buy Common Shares)	(1)	03/29/2022	Common Shares	5,357	$2.94(5)	D
Option (Right to Buy Common Shares)	(1)	04/02/2022	Common Shares	5,357	$2.94(5)	D
Option (Right to Buy Common Shares)	(2)	07/25/2024	Common Shares	153,106	$4.51(5)	D
Option (Right to Buy Common Shares)	(3)	07/30/2025	Common Shares	78,031	$4.74(5)	D
Option (Right to Buy Common Shares)	(4)	06/22/2026	Common Shares	75,000	$3.9(5)(6)	D

Explanation of Responses:

1. The option is fully vested.

2. The option vests 1/48th of the total shares monthly following the grant date of July 25, 2014, subject to continued service through each vesting date.

3. The option vests 1/48th of the total shares monthly following the grant date of July 30, 2015, subject to continued service through each vesting date.

4. The option vests 1/48th of the total shares monthly following the grant date of June 22, 2016, subject to continued service through each vesting date.

5. Exercise price is in Canadian dollars, United States dollars equivalent is shown using the closing foreign exchange rate on December 31, 2016.

6. The original exercise price of USD $3.65 was changed by the Issuer's board of directors to USD $3.90 to reflect the correct exercise price as calculated in accordance with the Issuer's Incentive Plan.

	/s/ Egidio Nascimento	03/31/2017
	** 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 5 (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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