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 *

GRAHAM PETER J
2. Issuer Name and Ticker or Trading Symbol

ANTARES PHARMA, INC. [ ATRS ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP General Counsel, Secretary
(Last)          (First)          (Middle)

C/O ANTARES PHARMA, INC., 100 PRINCETON SOUTH, SUITE 300
3. Date of Earliest Transaction (MM/DD/YYYY)

2/19/2020
(Street)

EWING, NJ 08628
(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 2/19/2020  A(1)  63234 A$0.00 449495 D  
Common Stock 2/19/2020  F(1)  29947 D$3.53 419548 D  

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) On August 25, 2017, Mr. Graham was granted a performance stock unit award that was contingent upon achieving certain performance goals over the three year performance period ended December 31, 2019. The number of shares acquired represent the total number of shares earned upon achievement of certain performance goals, the achievement of which was certified on February 19, 2020. The shares disposed represents the number of shares withheld to settle tax liability in connection with the vesting of the performance stock unit award.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
GRAHAM PETER J
C/O ANTARES PHARMA, INC.
100 PRINCETON SOUTH, SUITE 300
EWING, NJ 08628


EVP General Counsel, Secretary

Signatures
/s/ Keith Muckenhirn as attorney-in-fact for Peter J. Graham2/21/2020
**Signature of Reporting PersonDate

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