Second Sight Medical Products, Inc.
SECOND SIGHT MEDICAL PRODUCTS INC (Form: 4, Received: 11/21/2017 19:45:41)
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 *

Williams Gregg
2. Issuer Name and Ticker or Trading Symbol

SECOND SIGHT MEDICAL PRODUCTS INC [ EYES ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

12744 SAN FERNANDO ROAD, SUITE 400
3. Date of Earliest Transaction (MM/DD/YYYY)

11/17/2017
(Street)

SYLMAR, CA 91342
(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   11/17/2017     P (1)    5420   (1) A $1.1694   (1) 19446368   I   See footnote   (2)
COMMON STOCK   11/20/2017     P (3)    11600   (3) A $1.1834   (3) 19457968   I   See footnote   (2)

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
Warrant to Purchase Common   $5.00                    2/23/2013   2/28/2018   COMMON STOCK   408548     408548   I   See footnote   (2)
Warrant to Purchase Common   $1.47                    3/13/2017   3/13/2022   COMMON STOCK   6802721     6802721   I   See footnote   (2)

Explanation of Responses:
(1)  Sam B Williams 95 GST Trust, a trust of which Mr. Williams is trustee, acquired 5,420 shares of common stock reported on this Form 4 on November 17, 2017 at an average price of $1.1694 per share, in multiple open market transactions at prices ranging from $1.16 to $1.17 inclusive. The reporting person undertakes to provide the issuer or the staff of the SEC, upon request, full information regarding the number of shares acquired at each separate price.
(2)  Of which, (i) Gregg Williams 2006 Trust, a trust of which Mr. Williams is trustee, owned 13,598,612 shares of common stock and warrants to purchase 6,971,269 shares of common stock, (ii) Williams International Co. LLC, whose manager is Mr. Williams, owns 1,484,254 shares and warrants to purchase 240,000 shares, (iii) Sam Williams Family Investments LLC, whose manager is Mr. Williams, owns 4,358,082 shares and warrants to purchase 214,921 shares, and (iv) Sam B Williams 95 GST Trust, owned 5,420 and 17,020 shares common stock following November 17, 2017 and November 20, 2017 purchases respectively.
(3)  Sam B Williams 95 GST Trust, a trust of which Mr. Williams is trustee, acquired 11,600 shares of common stock reported on this Form 4 on November 20, 2017 at an average price of $1.1834 per share in multiple open market transactions at prices ranging from $1.17 to $1.20 inclusive. The reporting person undertakes to provide the issuer or the staff of the SEC, upon request, full information regarding the number of shares acquired at each separate price.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Williams Gregg
12744 SAN FERNANDO ROAD, SUITE 400
SYLMAR, CA 91342
X X


Signatures
/s/ Tom Miller By Power-of-Attorney 11/21/2017
** 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.