Edgar Filing: CZIRR JAMES C

Ownership Submission

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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

10X Fund, L.P.

2. Issuer Name and Ticker or Trading Symbol
GALECTIN THERAPEUTICS INC [GALT]

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

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

(Last)

(First)

(Middle)

545 DUTCH VALLEY ROAD, N.E., SUITE A

3. Date of Earliest Transaction (Month/Day/Year)
01/11/2019

(Street)

ATLANTA,, GA 30324

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/11/2019		C⁽²⁾		2,000,000	A	$ 3	4,719,955	D ⁽³⁾
Common Stock	01/11/2019		C⁽²⁾		139,211	A	$ 2.6938	4,859,166	D ⁽³⁾
Common Stock	01/11/2019		C⁽²⁾		753,138	A	$ 1.4938	5,612,304	D ⁽³⁾
Common Stock	01/11/2019		C⁽²⁾		896,997	A	$ 1.1238	6,509,301	D ⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (9-02)

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 Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Series B-1 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

900,000

⁽¹⁾

Common Stock

600,000

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

450,000

⁽¹⁾

Common Stock

300,000

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

250,000

⁽¹⁾

Common Stock

166,667

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

150,000

⁽¹⁾

Common Stock

100,000

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

162,500

⁽¹⁾

Common Stock

108,333

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

155,000

⁽¹⁾

Common Stock

103,333

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

162,500

⁽¹⁾

Common Stock

108,333

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

162,500

⁽¹⁾

Common Stock

108,333

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

167,500

⁽¹⁾

Common Stock

111,667

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

155,000

⁽¹⁾

Common Stock

103,333

$ 0

D ⁽³⁾

Series B-2 Preferred Stock

$ 3

01/11/2019

C⁽²⁾

285,000

⁽¹⁾

Common Stock

190,000

$ 0

D ⁽³⁾

Series B-3 Preferred Stock

$ 2.6938

01/11/2019

C⁽²⁾

375,000

⁽¹⁾

Common Stock

139,211

$ 0

D ⁽³⁾

Series B-3 Preferred Stock

$ 1.4938

01/11/2019

C⁽²⁾

1,125,000

⁽¹⁾

Common Stock

753,138

$ 0

D ⁽³⁾

Series B-3 Preferred Stock

$ 1.1238

01/11/2019

C⁽²⁾

1,008,000

⁽¹⁾

Common Stock

896,997

$ 0

D ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
10X Fund, L.P. 545 DUTCH VALLEY ROAD, N.E., SUITE A ATLANTA,, GA 30324		X
10X Capital Management, LLC 545 DUTCH VALLEY ROAD, N.E., SUITE A ATLANTA,, GA 30324				General Partner
CZIRR JAMES C 545 DUTCH VALLEY ROAD, N.E., SUITE A ATLANTA,, GA 30324				Managing Member of GP

Signatures

/s/ James C. Czirr, as Managing Member of the General Partner for 10X Fund, LP		04/01/2019
^**Signature of Reporting Person		Date
/s/ James C. Czirr, as Managing Member of 10X Capital Management, LLC		04/01/2019
^**Signature of Reporting Person		Date
/s/ James C. Czirr, Individually		04/01/2019
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Conversion of Series B-1, B-2 and B-3 Convertible Preferred Stock into Common Stock. The Series B-1, B-2 and B-3 Convertible Preferred Stock was convertible at any time at the option of the holder, and was perpetual.
(2)	Exempt from Section 16(b) of the Securities Exchange Act pursuant to Rule 16a-6.
(3)	10X Fund, L.P. has direct beneficial ownership of all the securities owned by 10X Fund, L.P. 10X Capital Management, LLC, a Florida limited liability company, is the general partner of 10X Fund, L.P., a Delaware limited partnership, and may be deemed to have indirect beneficial ownership of all or a portion of the securities owned directly by 10X Fund, L.P., but disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein. James C. Czirr is the manager of 10X Capital Management, LLC, and may be deemed to have indirect beneficial ownership of all or a portion of the securities owned directly by 10X Fund, L.P. and 10X Capital Management, LLC., but disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

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