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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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 *

Aklog Lishan
2. Issuer Name and Ticker or Trading Symbol

PAVmed Inc. [ PAVM ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

ONE GRAND CENTRAL PLACE, SUITE 4600
3. Date of Earliest Transaction (MM/DD/YYYY)

9/7/2017
(Street)

NEW YORK, NY 10165
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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   9/7/2017     P    850   A   (1) 65038   D  
 
Common Stock   9/8/2017     P    400   A   (2) 65438   D  
 
Common Stock                  285   I   By daughter  
Common Stock                  300   I   By son  
Common Stock                  5713879   I   By HCFP/Capital Partners III LLC   (4)
Common Stock                  2520532   I   By Pavilion Venture Partners LLC   (5)
Common Stock                  87020   I   By HCFP Inc.   (6)
Common Stock                  125000   I   By HCFP/Capital Partners IIIB LLC   (7)
Common Stock                  20000   I   By HCFP/AG LLC   (8)

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
Warrants   $5.00   9/7/2017     P      200       10/28/2016   1/29/2022   Common Stock   200   $1.20   49800   D  
 
Warrants   $5.00   9/8/2017     P      300       10/28/2016   1/29/2022   Common Stock   300     (3) 50100   D  
 
Warrants   $5.00                    10/28/2016   1/29/2022   Common Stock   5713879     5713879   I   By HCFP/Capital Partners III LLC   (4)
Warrants   $5.00                    10/28/2016   1/29/2022   Common Stock   2220532     2220532   I   By Pavilion Venture Partners LLC   (5)
Warrants   $5.00                    10/28/2016   1/29/2022   Common Stock   387020     387020   I   By HCFP Inc.   (6)
Warrants   $5.00                    10/28/2016   1/29/2022   Common Stock   125000     125000   I   By HCFP/Capital Partners IIIB LLC   (7)
Warrants   $5.00                    10/28/2016   1/29/2022   Common Stock   20000     2000   I   By HCFP/AG LLC   (8)

Explanation of Responses:
(1)  The shares were purchased at a weighted average price of approximately $5.11297047 per share. These shares were purchased in multiple transactions at prices ranging from $4.74 to $5.95, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth this footnote to this Form 4.
(2)  The shares were purchased at a weighted average price of approximately $5.98 per share. These shares were purchased in multiple transactions at prices ranging from $5.73 to $6.25, inclusive. The reporting person undertakes to provide to PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth this footnote to this Form 4.
(3)  The warrants were purchased at a weighted average price of approximately $1.3167per warrant. These warrants were purchased in multiple transactions at prices ranging from $1.15 to $1.45, inclusive. The reporting person undertakes to provide PAVmed Inc., any security holder of PAVmed Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of warrants purchased at each separate price within the ranges set forth this footnote to this Form 4.
(4)  Dr. Aklog is a member and a co-manager of HCFP/Capital Partners III LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
(5)  Dr. Aklog is a member and sole manager of Pavilion Venture Partners LLC, and has sole voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
(6)  Dr. Aklog is a controlling shareholder of HCFP Inc., and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his proportionate pecuniary interest therein.
(7)  Dr. Aklog is a member and a co-manager of the entity that acts as sole manager of HCFP/Capital Partners IIIB LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.
(8)  Dr. Aklog is a co-manager of HCFP/AG LLC, and shares joint voting and dispositive power over the shares held by this entity. Dr. Aklog disclaims beneficial ownership of shares held by this entity, except to the extent of his pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Aklog Lishan
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY 10165
X X Chairman and CEO
HCFP/Capital Partners III LLC
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY 10165

X

Pavilion Venture Partners LLC
ONE GRAND CENTRAL PLACE
SUITE 4600
NEW YORK, NY 10165

X


Signatures
/s/ Dr. Lishan Aklog 9/11/2017
** Signature of Reporting Person Date

/s/ Dr. Lishan Aklog, as manager of HCFP/Capital Partners III LLC 9/11/2017
** Signature of Reporting Person Date

/s/ Dr. Lishan Aklog, as manager of Pavilion Venture Partners LLC 9/11/2017
** 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.
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