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^*

ZELDIS JEROME B

(Last)

(First)

(Middle)

C/O BIOSIG TECHNOLOGIES, INC.

12424 WILSHIRE BLVD., SUITE 745

(Street)

LOS ANGELES

90025

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BioSig Technologies, Inc. [ BSGM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2019

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	05/21/2019		C		13,334	A	$3.75	82,043	D
Common Stock	05/21/2019		A		3,804⁽¹⁾	A	$7.44⁽¹⁾	85,847	D
Common Stock	05/22/2019		M		20,000	A	$3.4	105,847	D
Common Stock	05/22/2019		M		1,097	A	$6.85	106,944	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)
Series C Preferred Stock	$3.75	05/21/2019		C			50	⁽²⁾	⁽²⁾	Common Stock	13,334	$0	0	D
Options to Purchase Common Stock	$3.4	05/22/2019		M			20,000	12/22/2016	12/22/2026	Common Stock	20,000	$0	0	D
Warrants to Purchase Common Stock	$6.85	05/22/2019		M			1,097	08/17/2018	08/17/2021	Common Stock	1,097	$0	0	D

Explanation of Responses:

1. Each share of the Series C Preferred Stock is entitled to a nine percent (9%) annual dividend on the $1,000 per share stated value. The dividends accrued and became payable in cash or, at the Issuer's option and subject to the satisfaction of certain conditions, in pay-in-kind shares. Such cumulative dividends were payable quarterly, commencing on September 30, 2013, thereafter quarterly on December 31, March 31, June 30 and September 30, and on the conversion date. The reporting person's 50 shares of Series C Preferred Stock were converted on May 21, 2019, and the Issuer elected to pay the accrued dividends in pay-in-kind shares. Pursuant to the terms of the Series C Preferred Stock and using the price calculated pursuant to the terms of the Series C Preferred Stock, the reporting person received 3,804 shares of common stock as a payment-in-kind dividend upon conversion of 50 shares of Series C Preferred Stock owned by the reporting person on the conversion date.

2. The Series C Preferred Stock could be converted at any time at the option of the holder into shares of common stock at a conversion price of $3.75 per share. The Series C Preferred Stock had no expiration date.

	/s/ Kenneth L. Londoner, attorney-in-fact	05/22/2019
	** 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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