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^*

SABBY MANAGEMENT, LLC

(Last)

(First)

(Middle)

10 MOUNTAINVIEW ROAD

SUITE 205

(Street)

UPPER SADDLE RIVER

07458

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Rosetta Genomics Ltd. [ ROSG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2018

4. 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 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)
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		20,373	A	$0.4199	595,094	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		454	A	$0.401	595,548	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		2,604	A	$0.4199	598,152	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		11,521	A	$0.41	609,673	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		21,800	A	$0.4117	631,473	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		24,600	A	$0.4185	656,073	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		24,162	A	$0.4186	680,235	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		10,605	A	$0.4189	690,840	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		12,390	A	$0.4101	703,230	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/12/2018		P		10,000	A	$0.42	713,230	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/13/2018		P		30,990	A	$0.4203	744,220	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽²⁾
ADR Shares (each one equal to 2 ordinary shares)	03/13/2018		P		6,329	A	$0.42	750,549	I⁽¹⁾⁽²⁾	See Footnotes⁽¹⁾⁽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)

1. Name and Address of Reporting Person^*

SABBY MANAGEMENT, LLC

(Last)

(First)

(Middle)

10 MOUNTAINVIEW ROAD

SUITE 205

(Street)

UPPER SADDLE RIVER

07458

(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^*

Sabby Healthcare Master Fund, Ltd.

(Last)

(First)

(Middle)

C/O SABBY MANAGEMENT, LLC

10 MOUNTAINVIEW ROAD, SUITE 205

(Street)

UPPER SADDLE RIVER

07458

(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. This Form 4 is being filed by Sabby Healthcare Master Fund, Ltd. ("SHMF"), Sabby Volatility Warrant Master Fund, Ltd. ("SVWMF"), Sabby Management, LLC ("Advisor") and Hal Mintz. Advisor is the investment manager of SHMF and SVWMF. Mr. Mintz is the manager of Advisor.

2. The amounts reported herein reflect the entire amount of Issuer's ADR shares held by SHMF and SVWMF as of each transaction date. Each of Advisor and Mr. Mintz disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934 ("Section 16"), beneficial ownership of such securities, except to the extent of its/his pecuniary interest therein, and this report shall not be deemed as admission that either Advisor or Mr. Mintz is the beneficial owner of such securities for purposes of Section 16 or otherwise.

	/s/ Robert Grundstein, COO and General Counsel of Sabby Management, LLC	03/14/2018
	** 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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