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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Kemery Michael 		2. Issuer Name and Ticker or Trading Symbol

Spotlight Innovation Inc. [ STLT ] 		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)

11147 AURORA AVENUE, BUILDING 3 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/31/2016
(Street)

URBANDALE, IA 50322
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Common Stock   12/31/2016     C    1666667   A   (2) 4684343   I   By LLC   (1)
Common Stock   12/31/2016     C    948948   A   (3) 5633291   I   By LLC   (1)
Common Stock   12/31/2016     C    194363   A   (4) 5827654   I   By LLC   (1)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
8% Convertible Note     (2) 12/31/2016     C         1666667   (2)   12/31/2015     (2) Common Stock   1666667   (2)   (2) 0   I   By LLC   (1)
Convertible Note     (3) 12/31/2016     C         948948   (3)   12/19/2016     (3) Common Stock   948948   (3)   (3) 0   I   By LLC   (1)
Convertible Note     (4) 12/31/2016     P      194363   (4)      12/31/2016     (4) Common Stock   194363   (4)   (4) 194363   I   By LLC   (1)
Common Stock Purchase Warrant   $1.2   12/31/2016     P      212500   (5)      12/31/2016   12/31/2018   Common Stock   212500   (5) $1.2   212500   I   By LLC   (1)
Convertible Note     (4) 12/31/2016     C         194363   (4)   12/31/2016     (4) Common Stock   194363   (4)   (4) 0   I   By LLC   (1)

Explanation of Responses:
( 1)  Based on 50% of total held by K4 Enterprises, LLC ("K4"), which represents the 50% equity ownership interest held by the Reporting Person. The Reporting Person is the Managing Member of K4 and in such capacity holds voting and dispositive power over the securities held by such entity.
( 2)  This number is rounded to the nearest whole number. Represents 50% of the total number of shares (3,333,333) issued upon conversion of an 8% promissory note, in the principal amount of $2,500,000, originally issued to K4 on December 31, 2015 and subsequently amended and restated pursuant to that certain Forbearance and Refinancing Agreement dated October 18, 2016 (the "Refinanced Noted"). The Refinanced Note is convertible based on a conversion price of $0.75, as described in the Refinanced Note. The Maturity Date as defined in the Refinanced Note is December 31, 2021. The number of shares reported as securities underlying the Refinanced Note does not include shares issuable upon conversion of accrued interest.
( 3)  This number is rounded to the nearest whole number. Represents 50% of the total number of shares (1,897,896) issued upon conversion of a 6% promissory note, in the principal amount of $830,000 owned by K4. The conversion price is equal to Seventy Percent (70%) of the average closing bid price of the common stock of the Company during the six months immediately prior to such conversion, ending on December 30, 2016. That six month average was $0.624 per share, and the conversion price (70%) was $0.437 per share, for a total of 1,897,896.
( 4)  This number is rounded to the nearest whole number. Represents 50% of the total number of shares issuable upon conversion of a 6% promissory note in the principal amount of $170,000 owned by K4 (the "Note"). The Note is convertible into shares of common stock of the Company at a price equal to Seventy Percent (70%) of the average closing bid price of the common stock of the Company during the six months immediately prior to such conversion, ending on December 30, 2016. That six month average was $0.624 per share, and the conversion price (70%) was $0.437 per share, for a total of 388,726 shares.
( 5)  Based on 50% of the total held by K4, 425,000, which represents the 50% equity ownership interest held by the Reporting Person. The Reporting Person is the Managing Member of K4 and in such capacity holds voting and dispositive power over the securities held by such entity.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Kemery Michael
11147 AURORA AVENUE
BUILDING 3
URBANDALE, IA 50322
X


Signatures
/s/ Michael Kemery 1/4/2017
** 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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