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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Go Jonathan

(Last)

(First)

(Middle)

C/O ICAD, INC.

98 SPIT BROOK ROAD, SUITE 100

(Street)

NASHUA

03062

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2019

3. Issuer Name and Ticker or Trading Symbol
ICAD INC [ icad ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Technology 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, $0.01 par value	119,270⁽¹⁾	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 Options	⁽²⁾	03/29/2021	Common Stock, $0.01 par value	20,000	$5.75	D
Stock Options	⁽²⁾	11/10/2021	Common Stock, $0.01 par value	30,000	$3.15	D
Stock Options	⁽²⁾	02/07/2022	Common Stock, $0.01 par value	20,000	$2.9	D
Stock Options	⁽²⁾	09/25/2022	Common Stock, $0.01 par value	45,000	$2.27	D
Stock Options	⁽²⁾	06/19/2024	Common Stock, $0.01 par value	10,000	$6.68	D
Stock Options	⁽²⁾	02/05/2025	Common Stock, $0.01 par value	12,500	$9	D
Stock Options	⁽³⁾	01/15/2029	Common Stock, $0.01 par value	25,000	$4.37	D

Explanation of Responses:

1. Includes (i) 16,667 shares vested under a Restricted Stock Award of 25,000 shares granted on August 15, 2016 and (ii) 10,000 shares under a Restricted Stock Award of 30,000 shares granted on September 18, 2017. Does not include 28,333 shares that remain subject to vesting.

2. Currently exercisable in full.

3. Vesting in three equal installments on January 15, 2020, January 15, 2021 and January 15, 2022.

	/s/Annette Heroux, Attorney-in-Fact	01/17/2019
	** 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 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.