SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Osborne David D.

(Last)

(First)

(Middle)

5408 NORTHEAST 88TH STREET

BUILDING E

(Street)

VANCOUVER

98665

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/25/2018

3. Issuer Name and Ticker or Trading Symbol
NLIGHT, INC. [ LASR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	129	D
Common Stock	12,009	I	See Footnote⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series C Preferred Stock	⁽²⁾	⁽³⁾	Common Stock	2,629	⁽³⁾	D
Series C Preferred Stock	⁽²⁾	⁽³⁾	Common Stock	63,332	⁽³⁾	I	See Footnote⁽¹⁾
Series D Preferred Stock	⁽²⁾	⁽³⁾	Common Stock	34,321	⁽³⁾	I	See Footnote⁽¹⁾
Series F Preferred Stock	⁽²⁾	⁽³⁾	Common Stock	38,872	⁽³⁾	I	See Footnote⁽¹⁾
Series G Preferred Stock	⁽²⁾	⁽³⁾	Common Stock	12,690	⁽³⁾	I	See Footnote⁽¹⁾
Restricted Stock Units	⁽⁴⁾	⁽³⁾	Common Stock	2,500	⁽³⁾	D

Explanation of Responses:

1. Shares held of record by the Osborne 2002 Living Trust, of which David Osborne is the trustee and exercises sole voting and investment power over the shares held thereby.

2. Each share of preferred stock automatically converts into one share of common stock immediately prior to the closing of the Issuer's initial public offering.

3. Each share has no expiration date and no conversion or exercise price.

4. All restricted stock units will vest on the earlier of (i) April 25, 2019 or (ii) the day prior to the date of the Issuer's next annual meeting of stockholders, in each case, subject to the non-employee director continuing to be a service provider through the applicable vesting date.

	/s/ Kerry Hill, as attorney-in-fact	04/25/2018
	** 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 5 (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 Number.