ThZeal - The Zeal

SEC FORM 4 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^*

Evans Hugh

(Last)

(First)

(Middle)

LEVEL 6/97 PACIFIC HIGHWAY

(Street)

NORTH SYDNEY NSW

2060

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOURCE FINANCIAL, INC. [ SRCF ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2015

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)
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	09/09/2015		A		960,000⁽¹⁾	A	$0	960,000	D
Common Stock	06/30/2013		J⁽²⁾		2,101,650	A	⁽²⁾	2,101,650	I	See Footnote⁽³⁾
Series B Preferred Stock⁽⁴⁾	06/30/2013		P		5,000	A	$0.001	5,000	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (right to purchase)	$0.44	09/09/2015		A		1,000,000		03/09/2016⁽⁵⁾	08/31/2025	Common Stock	1,000,000	$0	1,000,000	D
Stock Options (right to purchase)	$0.44	09/09/2015		A		200,000		03/09/2016⁽⁵⁾	09/09/2025	Common Stock	200,000	$0	200,000	I	See Footnote⁽⁶⁾

Explanation of Responses:

1. Represents shares granted pursuant to stock award.

2. Shares acquired pursuant to the share exchange with Moneytech Ltd.

3. Consists of 2,001,514 shares registered in the name of BIX Holdings Pty Ltd ATF The Atherstone Trust & The Evans Family Superannuation Trust, a family trust of which Mr. Evans is the trustee, and 100,136 shares registered in the name of Mr. Evan's wife.

4. The Series B Preferred Stock is not convertible into shares of common stock, or entitled to receive dividends. Until June 30, 2018, holders of Series B Preferred Stock are entitled to elect a majority of the Board of Directors and vote together with holders of common stock as a single class on all other matters presented to holders of common stock, with each vote per Series B Share equal to 1,000 shares of common stock.

5. Options vest on the last day of each calendar month over a period of two years commencing October 31, 2015 until fully vested on September 30, 2017, but may only be exercised (to the extent then vested) commencing March 9, 2016.

6. Represents options granted to the wife of Mr. Evans.

	/s/ Hugh Evans	09/11/2015
	** 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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