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*
Kozko Dmitry
(Last) (First) (Middle)
1450 SOUTH MIAMI AVENUE
(Street)
MIAMI FL 33130
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Net Element, Inc. [ NETE ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
EVP Bus Dev
3. Date of Earliest Transaction (Month/Day/Year)
10/02/2012
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)
Code V Amount (A) or (D) Price
Common Stock 10/02/2012 M 94,000 A $0.1 25,044,100 D
Common Stock 10/02/2012 F 37,600 D $0.25 25,006,500 D
Common Stock 10/02/2012 M 50,000 A $0.06 25,056,500 D
Common Stock 10/02/2012 F 12,000 D $0.25 25,044,500 D
Common Stock 10/02/2012 M 40,000 A $0.15 25,084,500 D
Common Stock 10/02/2012 F 24,000 D $0.25 25,060,500 D
Common Stock 10/02/2012 M 40,000 A $0.15 25,100,500 D
Common Stock 10/02/2012 F 24,000 D $0.25 25,076,500 D
Common Stock 10/02/2012 M 19,048 A $0.21 25,095,548 D
Common Stock 10/02/2012 F 16,000 D $0.25 25,079,548 D
Common Stock 10/02/2012 M 12,500 A $0.16 25,092,048 D
Common Stock 10/02/2012 F 8,000 D $0.25 25,084,048 D
Common Stock 10/02/2012 M 11,765 A $0.17 25,095,813 D
Common Stock 10/02/2012 F 8,000 D $0.25 25,087,813 D
Common Stock 10/02/2012 M 18,182 A $0.11 25,105,995 D
Common Stock 10/02/2012 F 8,000 D $0.25 25,097,995 D
Common Stock 10/02/2012 D 25,097,995 D (1) 0 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $0.1 10/02/2012 M 94,000 03/09/2012 03/09/2021 Common Stock 94,000 $0 0 D
Stock Option (Right to Buy) $0.06 10/02/2012 M 50,000 07/31/2011 07/31/2016 Common Stock 50,000 $0 0 D
Stock Option (Right to Buy) $0.15 10/02/2012 M 40,000 09/30/2011 09/30/2016 Common Stock 40,000 $0 0 D
Stock Option (Right to Buy) $0.15 10/02/2012 M 40,000 10/31/2011 10/31/2016 Common Stock 40,000 $0 0 D
Stock Option (Right to Buy) $0.21 10/02/2012 M 19,048 11/30/2011 11/30/2016 Common Stock 19,048 $0 0 D
Stock Option (Right to Buy) $0.16 10/02/2012 M 12,500 01/31/2012 01/31/2017 Common Stock 12,500 $0 0 D
Stock Option (Right to Buy) $0.17 10/02/2012 M 11,765 02/29/2012 02/28/2017 Common Stock 11,765 $0 0 D
Stock Option (Right to Buy) $0.11 10/02/2012 M 18,182 04/30/2012 04/30/2017 Common Stock 18,182 $0 0 D
Stock Option (Right to Buy) $0.37 10/02/2012 D 5,406 08/31/2011 08/31/2016 Common Stock 5,406 (2) 0 D
Stock Option (Right to Buy) $0.6 10/02/2012 D 3,333 12/31/2011 12/31/2016 Common Stock 3,333 (2) 0 D
Stock Option (Right to Buy) $0.25 10/02/2012 D 10,297 03/31/2012 03/31/2017 Common Stock 10,297 (2) 0 D
Explanation of Responses:
1. These shares were canceled pursuant to the Agreement and Plan of Merger, dated as of June 12, 2012, between Cazador Acquisition Corporation Ltd., a Cayman Islands limited corporation, and the Issuer, in exchange for the right to receive 0.025 of a share of Cazador common stock in exchange for each share of the Issuer's common stock.
2. These stock options were canceled in consideration for payment of $2,000 by the Issuer to the reporting person.
/s/ Dmitry Kozko 10/03/2012
** 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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