X0306 4 2015-06-30 0 0001052257 Z TRIM HOLDINGS, INC ZTHO 0001436316 Smith Edward B III C/O ARISTAR CAPITAL MANAGEMENT, LLC 1120 AVE OF THE AMERICAS, SUITE 1514 NEW YORK NY 10036 1 1 1 0 Chief Executive Officer Common Stock, $0.00005 par value 2015-06-30 4 J 0 64549 A 350164 D Warrant 2015-06-30 4 J 0 64561 D Common Stock, $0.00005 par value 64561 0 D On June 30, 2015, in accordance with the terms of various exchange agreements, Z Trim Holdings, Inc. (the "Company") and the holders, including the reporting person, of certain of its outstanding warrants (the "Existing Warrants") exchanged (the "Exchange") Existing Warrants for shares of the Company's common stock, par value $0.00005 per share (the "Common Stock"). The number of shares of Common Stock received in the Exchange was the equivalent number of shares of Common Stock that would have been issued if the exercise price of the Existing Warrants had been $0.00005 per share. The holders of the shares of Common Stock received in the Exchange, including the reporting person, are prohibited from selling or transferring these shares for a period of one year from the date of issuance. The Existing Warrants were exercisable at the time of the Exchange and had expiration dates ranging from January 2011 to January 2016. Due to the application of anti-dilution provisions (a) the number of shares of Common Stock issuable upon exercise of the Existing Warrants increased from 18,077 shares to 64,561 shares, and (b) the exercise price of the Existing Warrants decreased from a range of $1.50-$1.25 to $0.35 per share. /s/ Edward B. Smith III 2015-07-02