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

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3235-0287

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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 * Shameze Rampertab	2. Issuer Name and Ticker or Trading Symbol TRANSENTERIX, INC. [ TRXC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) EVP, Chief Financial Officer
(Last)          (First)          (Middle) 635 DAVIS DRIVE, SUITE 300	3. Date of Earliest Transaction (MM/DD/YYYY) 8/24/2020
(Street) MORRISVILLE, NC 27560 (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

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	$0.42	8/24/2020		A		150000		(1)	8/24/2027	Common Stock	150000	$0.00	150000	D
Restricted Stock Unit	(2)	8/24/2020		A		30000		(3)	(3)	Common Stock	30000	$0.00	30000	D
Restricted Stock Unit	(2)	8/24/2020		A		20000		(4)	(4)	Common Stock	20000	$0.00	20000	D

Explanation of Responses:
(1)	The stock options vest one-third annually on each of August 24, 2021, 2022 and 2023, as long as the Reporting Person remains in continuous service during the vesting period. Subject to acceleration of vesting in full upon consummation of a change in control of the Registrant.
(2)	Each restricted stock unit represents the right to receive one share of the Registrant's common stock.
(3)	Forfeiture restrictions will lapse on the restricted stock units in three equal installments of 10,000 on each of July 1, 2021, 2022 and 2023, as long as the Reporting Person remains in continuous service during the vesting period, subject to acceleration as set forth in the Registrant's Amended and Restated Incentive Compensation Plan and the Reporting Person's Employment Agreement with the Registrant.
(4)	Represents performance-based restricted stock units with time-based vesting in three installments of 6,667, 6,667 and 6,666 on each of July 1, 2021, 2022 and 2023, and performance-based vesting only if, during the three year performance period ended August 24, 2023, the Registrant's stock price is equal to or greater than $1.00 for twenty consecutive trading days.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Shameze Rampertab 635 DAVIS DRIVE SUITE 300 MORRISVILLE, NC 27560			EVP, Chief Financial Officer

Signatures
/s/ Joshua Weingard, as attorney-in-fact for Shameze Rampertab		8/25/2020
**Signature of Reporting Person		Date