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^*

Scherer Joshua S

(Last)

(First)

(Middle)

C/O ARCIMOTO, INC.

2034 WEST 2ND AVENUE

(Street)

EUGENE

97402

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Arcimoto Inc [ FUV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/12/2019

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	07/12/2019⁽¹⁾		J⁽¹⁾		23,529⁽¹⁾	D	⁽¹⁾	0⁽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)
2019 Short-term Notes⁽¹⁾	$4.25	07/12/2019		J		23,529⁽¹⁾⁽²⁾⁽³⁾		09/12/2019	⁽¹⁾	Common Stock	23,529⁽¹⁾⁽²⁾⁽³⁾	$4.25	23,529⁽¹⁾⁽²⁾⁽³⁾	D
2019 Short-term Notes	$4.25	08/14/2019		J			25,436⁽¹⁾	⁽¹⁾	⁽¹⁾	Common Stock	25,436⁽¹⁾	$4.25	0	D
Convertible Promissory Notes	$4.25	08/14/2019		J		25,436		⁽¹⁾	⁽¹⁾	Common Stock	25,436⁽¹⁾	$4.25	25,436⁽²⁾⁽³⁾	D

Explanation of Responses:

1. On July 16, 2019, the reporting person mistakenly filed a Form 4 that reported what was a derivative transaction as a non-derivative acquisition of 23,529 shares of common stock. The derivative transaction should have been reported in Table II rather than Table I. This Form 4 is intended, in part, to correct that reporting error.

2. The principal amount of the 2019 Short-term Notes, together with interest accrued thereon was payable, at the option of the holder, in (a) cash, (b) Issuer's common stock (valued at a price of $4.25 per share) or (c) in the event Issuer issued convertible promissory notes to third parties before the original maturity date (two months after the issuance), in a convertible promissory note on the same terms as purchased by such third parties.

3. On August 14, 2019, the principal ($100,000, representing 23,529 shares) and accrued interest ($8102.83, representing 1,907 shares) on the 2019 Short-term Notes were exchanged for $108,102.83 (representing 25,436 shares) in principal amount of convertible promissory notes. The principal amount of the convertible promissory notes is due and payable on August 14, 2020 in (a) cash or (b) Issuer's common stock at a price of $4.25 per share, at the election of the holder of the convertible promissory notes. Interest on the convertible promissory notes accrues at an annual rate of 10%, compounded monthly.

	/s/ W. David Mannheim, by Power of Attorney	08/16/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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