SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

McNulty Christopher

(Last)

(First)

(Middle)

C/O INVIVO THERAPEUTICS HOLDINGS CORP.

ONE KENDALL SQUARE, SUITE B14402

(Street)

CAMBRIDGE

02139

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/29/2017

3. Issuer Name and Ticker or Trading Symbol
INVIVO THERAPEUTICS HOLDINGS CORP. [ NVIV ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	922	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock option (right to buy)	⁽¹⁾	11/18/2023	Common Stock	37,500	$8.2	D
Stock option (right to buy)	⁽²⁾	12/10/2024	Common Stock	9,375	$4.2	D
Stock option (right to buy)	⁽³⁾	07/31/2025	Common Stock	35,000	$14.55	D
Stock option (right to buy)	⁽⁴⁾	12/10/2025	Common Stock	18,800	$7.37	D
Stock option (right to buy)	⁽⁵⁾	06/13/2026	Common Stock	40,000	$6.19	D
Stock option (right to buy)	⁽⁶⁾	01/18/2027	Common Stock	75,000	$4.35	D

Explanation of Responses:

1. This option became exercisable as to 25% of the shares on November 18, 2014, and the remaining shares began to vest thereafter on a monthly basis in 36 equal monthly installments.

2. This option became exercisable as to 25% of the shares on December 10, 2015, and the remaining shares began to vest thereafter on a monthly basis in 36 equal monthly installments.

3. This option became exercisable as to 25% of the shares on July 31, 2016, and the remaining shares began to vest thereafter on a monthly basis in 36 equal monthly installments.

4. This option became exercisable as to 25% of the shares on December 10, 2016, and the remaining shares began to vest thereafter on a monthly basis in 36 equal monthly installments.

5. This option becomes exercisable as to 25% of the shares on June 13, 2017, and the remaining shares vest thereafter on a monthly basis in 36 equal monthly installments.

6. This option becomes exercisable as to 25% of the shares on January 18, 2018, and the remaining shares vest thereafter on a monthly basis in 36 equal monthly installments.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Tamara L. Joseph, Attorney-in-Fact	03/31/2017
	** 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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.