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NDRA ENDRA Life Sciences Inc

0.315
0.0079 (2.57%)
After Hours
Last Updated: 23:17:28
Delayed by 15 minutes
Share Name Share Symbol Market Type
ENDRA Life Sciences Inc NASDAQ:NDRA NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.0079 2.57% 0.315 0.304 0.315 0.334 0.30 0.334 114,311 23:17:28

Statement of Changes in Beneficial Ownership (4)

15/11/2018 9:19pm

Edgar (US Regulatory)


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 *

Michelon Francois Roger
2. Issuer Name and Ticker or Trading Symbol

ENDRA Life Sciences Inc. [ NDRA ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O ENDRA LIFE SCIENCES INC., 3600GREEN COURT, SUITE 350
3. Date of Earliest Transaction (MM/DD/YYYY)

11/13/2018
(Street)

ANN ARBOR, MI 48105
(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   11/13/2018     C    5953   (1) A $1.68   32497   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
Convertible Promissory Note   $1.68   11/13/2018     C         $10000.00      (2) 12/31/2018   Common Stock   5953   $10000.00   $0.00   D    

Explanation of Responses:
(1)  These shares of Common Stock were issued upon the conversion of the Convertible Promissory Note described in footnote (2).
(2)  Pursuant to the terms of the Convertible Promissory Note (the "Note"), the principal amount of the Note automatically converted into shares of the Issuer's Common Stock upon the consummation of a Qualified Financing (as defined in the Note) at the lowest per share price at which Common Stock was sold by the Issuer in the Qualified Financing, less a discount of 20%.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Michelon Francois Roger
C/O ENDRA LIFE SCIENCES INC.
3600GREEN COURT, SUITE 350
ANN ARBOR, MI 48105
X
Chief Executive Officer

Signatures
/s/ Francois R. Michelon by Mark Busch, attorney-in-fact 11/15/2018
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

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