Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Jeong Tae Heum	2. Issuer Name and Ticker or Trading Symbol REXAHN PHARMACEUTICALS, INC. [ RNN ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) Chief Financial Officer
(Last)          (First)          (Middle) C/O REXAHN PHARMACEUTICALS, INC., 15245 SHADY GROVE ROAD, SUITE 455	3. Date of Earliest Transaction (MM/DD/YYYY) 9/9/2013
(Street) ROCKVILLE, MD 20850 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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	9/9/2013		M		150000	A	$0.24	655000	D
Common Stock	9/9/2013		F		78861   (1)	D	$0.4565	576139	D
Common Stock	9/9/2013		S		71139	D	$0.4565	505000	D

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: 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 purchase)	$0.31							(2)	3/1/2023	Common Stock	250000		250000	D
Stock Option (right to purchase)	$0.78							(3)	12/11/2018	Common Stock	250000		250000	D
Stock Option (right to purchase)	$0.80							(4)	1/20/2015	Common Stock	500000		500000	D
Stock Option (right to purchase)	$0.80							12/1/2005	10/4/2013   (5)	Common Stock	100000		100000	D
Stock Option (right to purchase)	$0.24	9/9/2013		M			150000	(6)	10/4/2013   (5)	Common Stock	150000	$0	0	D

Explanation of Responses:
( 1)	Reflects shares withheld by the issuer at the weighted average sales price of 0.4565 per share to fund the cashless exercise of 150,000 options.
( 2)	Options will vest and be exercisable based on the following schedule: 75,000 on March 1, 2014, 75,000 on March 1, 2015, and 100,000 on March 1, 2016.
( 3)	Options vested and became exercisable based on the following schedule 75,000 on December 11, 2009, 75,000 on December 11, 2010, and 100,000 on December 11, 2011.
( 4)	Options vested and became exercisable based on the following schedule 150,000 on January 20, 2006, 150,000 on January 20, 2007, and 200,000 on January 20, 2008.
( 5)	Options were due to expire on August 5, 2003, however, the Compensation Committee of the Board of Directors of Rexahn Pharmaceuticals, Inc. (the "Company") extended the expiration date because the Company was in a blackout period at that time. The expiration date was extended to 30 days from the end of the blackout period, which is October 4, 2013.
( 6)	Options vested and became exercisable based on the following schedule 75,000 on December 1, 2003 and 75,000 on December 1, 2004.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Jeong Tae Heum C/O REXAHN PHARMACEUTICALS, INC. 15245 SHADY GROVE ROAD, SUITE 455 ROCKVILLE, MD 20850			Chief Financial Officer

Signatures
/s/ Tae Heum Jeong		9/11/2013
** 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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