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^*

HINSHAW MICHAEL

(Last)

(First)

(Middle)

201 SPEAR STREET, SUITE 1100

(Street)

SAN FRANCISCO

94105

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
McorpCX, Inc. [ MCCX ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President of McorpCX, LLC

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2019

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	09/03/2019		S		300,000	D	$0.05	4,900,000	D
Common Stock	09/03/2019		S		300,000	D	$0.05	4,600,000	D
Stock Option (option to sell)	09/03/2019		G		250,000	D	$0	4,350,000⁽¹⁾	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)
Stock Option (option to sell)	$0.22	09/03/2019		J⁽²⁾		520,000		⁽³⁾	09/02/2029	Common Stock	520,000	$0	0	D
Stock Option (option to sell)	$0.09	09/03/2019		J⁽⁴⁾		290,000		⁽⁵⁾	09/02/2029	Common Stock	290,000	$0	0	D

Explanation of Responses:

1. Includes 1,020,000 shares of the Issuer's common stock subject to private stock option agreements with third parties, whereby each such third party has the option to acquire a portion of such shares at a set exercise price over a three year vesting period.

2. The Reporting Person entered into a private stock option agreement with a third party whereby the Reporting Person agreed to sell an aggregate of 520,000 shares owned by the Reporting Person for $0.22 per share.

3. The option to purchase the Reporting Person's shares granted to the third party vest according to the following vesting schedule: 170,000 shares on September 2, 2020, 170,000 shares on September 2, 2021 and 180,000 shares on September 2, 2022.

4. The Reporting Person entered into a private stock option agreement with a third party whereby the Reporting Person agreed to sell an aggregate of 290,000 shares owned by the Reporting Person for $0.09 per share.

5. The option to purchase the Reporting Person's shares granted to the third party vest according to the following vesting schedule: 100,000 shares on September 2, 2020, 100,000 shares on September 2, 2021 and 90,000 shares on September 2, 2022.

	/s/ Andrew J Bond, Attorney in Fact for Michael Hinshaw	09/17/2019
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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