SEC FORM 4

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^*

Woods Lori A

(Last)

(First)

(Middle)

350 HILLS STREET, SUITE 106

(Street)

RICHLAND

99354

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Isoray, Inc. [ ISR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2021

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	03/12/2021		M		25,000	A	$0.605	635,500	I	By Woods Family Living Trust
Common Stock	03/12/2021		M		62,500	A	$0.46	698,000	I	By Woods Family Living Trust
Common Stock	03/12/2021		M		62,500	A	$0.43	760,500	I	By Woods Family Living Trust
Common Stock	03/12/2021		M		62,500	A	$0.61	823,000	I	By Woods Family Living Trust
Common Stock	03/12/2021		X		24,038	A	$0.57	847,038	I	By Woods Family Living Trust
Common Stock								48,076	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 buy)⁽¹⁾	$0.605	03/12/2021		M			25,000⁽¹⁾	⁽¹⁾	06/27/2027	Common Stock	25,000⁽¹⁾	$0	0	D
Stock Options (right to buy)⁽²⁾	$0.46	03/12/2021		M			62,500⁽²⁾	⁽²⁾	06/13/2028	Common Stock	62,500⁽²⁾	$0	62,500	D
Stock Options (right to buy)⁽³⁾	$0.43	03/12/2021		M			62,500⁽³⁾	⁽³⁾	06/18/2029	Common Stock	62,500⁽³⁾	$0	125,000	D
Stock Options (right to buy)⁽⁴⁾	$0.61	03/12/2021		M			62,500⁽⁴⁾	⁽⁴⁾	06/23/2030	Common Stock	62,500⁽⁴⁾	$0	187,500	D
Warrant (right to buy)⁽⁵⁾	$0.57	03/12/2021		X			24,038⁽⁵⁾	10/22/2020⁽⁵⁾	10/22/2025	Common Stock	24,038⁽⁵⁾	$0	0	D

Explanation of Responses:

1. 100,000 stock options were granted on 6/27/2017. 25% vested on 6/27/2017, 25% vested on 6/27/2018, 25% vested on 6/27/2019 and the remaining 25% vested on 6/27/2020. The shares exercised on 3/12/2021 represent the shares that vested on 6/27/2020.

2. 250,000 stock options were granted on 6/13/2018. 25% vested on 12/13/2018, 25% vested on 6/13/2019, 25% vested on 6/13/2020 and the remaining 25% will vest on 6/13/2021. The shares exercised on 3/12/2021 represent the shares that vested on 6/13/2020.

3. 250,000 stock options were granted on 6/18/2019. 25% vested on 6/18/2019, 25% vested on 6/18/2020 and the remaining 50% will vest over the next two (2) years, commencing on 6/18/2021, until fully vested. The shares exercised on 3/12/2021 represent the shares that vested on 6/18/2020.

4. 250,000 stock options were granted on 6/23/2020. 25% vested on 6/23/2020 and the remaining 75% will vest over the next three (3) years, commencing on 6/23/2021, until fully vested. The shares exercised on 3/12/2021 represent the shares that vested on 6/23/2020.

5. Purchased pursuant to public offering that closed on October 22, 2020. Each share of common stock purchased included one-half of a warrant. Each whole warrant is exercisable to purchase one share of common stock at an exercise price of $0.57 per share. Each warrant is immediately exercisable, and will expire October 22, 2025. This transaction represents an exercise for all of the warrants purchased as part of the public offering that closed on October 22, 2020.

	/s/ Lori A. Woods	03/16/2021
	** 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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SEC Form 4: A Lori Woods exercised 212,500 units of Common Stock at a strike of $0.51