SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Unanue Peter

(Last) (First) (Middle)
C/O MYND ANALYTICS, INC.
26522 LA ALAMEDA, SUITE 290

(Street)
MISSION VIEJO, CA 92691

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MYnd Analytics, Inc. [ MYND ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/29/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Series A Preferred Stock $1.875(1) 03/29/2018 03/29/2018 A 50,000(1)(2) (2) (2) Common Stock 50,000(1)(2) $93,750(2) 50,000 D
Warrant $2.34(1)(3) 03/29/2018 03/29/2018 A 50,000 (3) (3) Common Stock 50,000 $6,250 50,000 D
Explanation of Responses:
1. 50,000 shares of Series A Preferred Stock and Warrants to purchase 50,000 shares of Common Stock were purchased by the Reporting Person for an aggregate of $100,000 pursuant to a Subscription Agreement, dated as of March 29, 2018 (the "Subscription Agreement"), between the Issuer and the investors party thereto. The Series A Preferred Stock are convertible by the Reporting Person as of the date of the Subscription Agreement and are convertible at a conversion price of $1.875 per share.
2. Each Share of Series A Preferred Stock is convertible, at the holder's option at any time, initially into 50,000 shares of the Issuer's Common Stock, subject to specific adjustments and limitations as set forth in the Certificate of Designation pertaining to such Series A Preferred Stock.
3. Each Warrant entitles its holder to purchase one share of Common Stock at an exercise price of $2.34 per share, subject to adjustment, at any time commencing on March 29, 2018 and expiring on March 29, 2023 (or earlier upon redemption or liquidation).
/s/ Peter Unanue 04/02/2018
** 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).
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