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 * Lazzouni Mohamed	2. Issuer Name and Ticker or Trading Symbol AWARE INC /MA/ [ AWRE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                    _____ 10% Owner __X__ Officer (give title below)    _____ Other (specify below) Chief Technical Officer
(Last)          (First)          (Middle) C/O AWARE INC, 40 MIDDLESEX TURNPIKE	3. Date of Earliest Transaction (MM/DD/YYYY) 11/19/2020
(Street) BEDFORD, MA 01730 (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								8660	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
Unrestricted Stock Award	$0.00	5/4/2020		A		12500		(1)	(1)	Common Stock	12500	$0.00	12500	D
Stock Option (right to buy)	$4.50	5/4/2020		A		12500		(2)	5/4/2030	Common Stock	12500	$0.00	12500	D
Stock Option (right to buy)	$5.50	5/4/2020		A		12500		(2)	5/4/2030	Common Stock	12500	$0.00	12500	D
Stock Option (right to buy)	$6.50	5/4/2020		A		12500		(2)	5/4/2030	Common Stock	12500	$0.00	12500	D
Stock Option (right to buy)	$7.50	5/4/2020		A		12500		(2)	5/4/2030	Common Stock	12500	$0.00	12500	D
Unrestricted Stock Award	$0.00	11/19/2020		A		10000		(1)	(1)	Common Stock	10000	$0.00	12500	D

Explanation of Responses:
(1)	Shares of unrestricted stock awarded to reporting person under Aware, Inc. 2001 Nonqualified Stock Plan. The shares will be issued on December 31, 2020 provided the reporting person is serving as a director, officer or employee of the Company or any subsidiary of the Company on said dates.
(2)	Vests in 16 equal quarterly installments on the last day of each quarter from February 19. 2020 through November 19, 2023.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Lazzouni Mohamed C/O AWARE INC 40 MIDDLESEX TURNPIKE BEDFORD, MA 01730			Chief Technical Officer

Signatures
/s/ Mohamed Lazzouni		11/20/2020
**Signature of Reporting Person		Date