SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

HAYJOUR FAMILY LIMITED PARTNERSHIP

(Last)

(First)

(Middle)

10799 N 90TH STREET

SUITE 200

(Street)

SCOTTSDALE

85260

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AIRWARE LABS CORP. [ AIRW ]

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

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

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
09/30/2014

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 at end of Issuer's Fiscal Year (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)	3. Transaction Code (Instr. 8)	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⁾	03/05/2014		G4⁽²⁾	193,373	D	$0	1,999,188	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)	4. Transaction Code (Instr. 8)	(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)
Option	$0.11						10/04/2014	10/04/2023	Common Stock	111,111		111,111	D
Option	$0.11						10/04/2015	10/04/2023	Common Stock	111,111		222,222	D
Option	$0.11						10/04/2016	10/04/2023	Common Stock	111,111		333,333	D
Option	$0.3						01/25/2014	01/25/2023	Common Stock	333,334		666,667	D
Option	$0.3						01/25/2015	01/25/2023	Common Stock	333,333		1,000,000	D
Option	$0.3						01/25/2016	01/25/2023	Common Stock	333,333		1,333,333	D
Option	$0.25	09/05/2014		4A⁽³⁾	111,111		09/05/2015	09/05/2024	Common Stock	111,111	$0.25	1,444,444	D
Option	$0.25	09/05/2014		4A⁽³⁾	111,111		09/05/2016	09/05/2024	Common Stock	111,111	$0.25	1,555,555	D
Option	$0.25	09/05/2014		4A⁽³⁾	111,111		09/05/2017	09/05/2024	Common Stock	111,111	$0.25	1,666,666	D

Explanation of Responses:

1. Hayjour Family Limited Partnership is controlled by Airware Labs Corp. CEO and President Jeffrey Rassas.

2. On March 5, 2014, Hayjour Family LP gifted 193,373 shares to two individuals.

3. On September 5, 2014, the Company issued to Jeffrey Rassas a total of 333,333 options that vest over the next three years and exercisable at a price of $0.25 per share.

	Jeffrey Rassas	11/24/2014
	** 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).
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