SEC FORM 4/A

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^*

Ginor Ron

(Last)

(First)

(Middle)

C/O STEADYMED THERAPEUTICS, INC.

2603 CAMINO RAMON, SUITE 350

(Street)

SAN RAMON

94583

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SteadyMed Ltd. [ STDY ]

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)
03/25/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/25/2015

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)
Ordinary Shares	03/25/2015		C		1,034,102	A	⁽¹⁾	1,034,102	I	See Footnote⁽²⁾
Ordinary Shares	03/25/2015		A		41,000	A	$8.5	1,075,102	I	See Footnote⁽²⁾
Ordinary Shares	03/25/2015		C		16,298	A	⁽¹⁾	16,298	I	See Footnote⁽³⁾
Ordinary Shares	03/25/2015		C		94,643	A	⁽¹⁾	94,643	I	See Footnote⁽⁴⁾
Ordinary Shares	03/25/2015		J⁽⁵⁾		10,663	A	$0.01	105,306	I	See Footnote⁽⁴⁾

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)
Series A-2 Convertible Preferred Shares	⁽¹⁾	03/25/2015		C			198,393	⁽¹⁾	⁽⁶⁾	Ordinary Shares	198,393	$6.62	0	I	See Footnote⁽²⁾
Series B Convertible Preferred Shares	⁽¹⁾	03/25/2015		C			286,944	⁽¹⁾	⁽⁶⁾	Ordinary Shares	286,944	$4.07	0	I	See Footnote⁽²⁾
Series D Convertible Preferred Shares	⁽¹⁾	03/25/2015		C			151,791	⁽¹⁾	⁽⁶⁾	Ordinary Shares	151,791	$6.14	0	I	See Footnote⁽²⁾
Series E Convertible Preferred Shares	⁽¹⁾	03/25/2015		C			396,974	⁽¹⁾	⁽⁶⁾	Ordinary Shares	396,974	$8.49	0	I	See Footnote⁽²⁾
Series D Convertible Preferred Shares	⁽¹⁾	03/25/2015		C			16,298	⁽¹⁾	⁽⁶⁾	Ordinary Shares	16,298	$6.14	0	I	See Footnote⁽³⁾
Series E Convertible Preferred Shares	⁽¹⁾	03/25/2015		C			94,643	⁽¹⁾	⁽⁶⁾	Ordinary Shares	94,643	$8.49	0	I	See Footnote⁽⁴⁾
Warrant to Purchase Series E Preferred Shares	$0.01	03/25/2015		J⁽⁵⁾			10,664	⁽⁵⁾	02/17/2021	Ordinary Shares	10,664	$0	0	I	See Footnote⁽⁴⁾

Explanation of Responses:

1. Such preferred shares converted into that number of Issuer's ordinary shares disclosed above at the closing of a Qualified IPO (as defined in the Issuer's Ninth Amended and Restated Articles of Association dated March 1, 2015).

2. By Samson Venture Partners I, LLC. Samson Venture Partners, LLC is the Manager and the Reporting Person is a Co-Manager of Samson Venture Partners, LLC.

3. By Randsburg Capital, LLC. Reporting Person is a Co-Manager of Randsburg Capital, LLC.

4. By Iron Capital I, LLC. Iron Capital, LLC is the Manager and the Reporting Person is the Sole Manager of Iron Capital, LLC.

5. The Reporting Person exercised this warrant on a cashless basis, resulting in the Issuer withholding 1 share subject to the warrant to pay for the exercise price. Upon exercise the Reporting Person acquired 10,663 shares.

6. The shares do not have an expiration date.

Remarks:

This Form 4/A amends the Form 4 filed by the Reporting Person on March 25, 2015 to include the securities held by and transactions with respect to Iron Capital I, LLC and Randsburg Capital, LLC.

	/s/Ron Ginor	07/20/2015
	** Signature of Reporting Person	Date
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