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 *

FINE N SCOTT
2. Issuer Name and Ticker or Trading Symbol

CTD HOLDINGS INC [ CTDH ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

6714 NW 16TH STREET, SUITE B
3. Date of Earliest Transaction (MM/DD/YYYY)

10/18/2017
(Street)

GAINESVILLE, FL 32163
(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

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
Series B Convertible Preferred Stock   $0.25   10/18/2017     P      1000         (1)   (1) Common Stock   400000     (2) 1000   I   See footnote   (3)
Warrant to Purchase Common Stock   $0.25   10/18/2017     P      400000       10/18/2017   10/18/2024   Common Stock   400000     (2) 400000   I   See footnote   (3)

Explanation of Responses:
(1)  The Series B Convertible Preferred Stock ("Series B Preferred") will automatically convert into Common Stock on the date the Issuer effects an increase of its authorized shares of Common Stock and/or a reverse stock split so that it has a sufficient number of authorized and unissued shares of Common Stock to permit the conversion or exercise, as applicable of all outstanding shares of Series B Preferred, warrants, options and other convertible securities of the Issuer.
(2)  The reported securities consist of 1,000 "Units" purchased by the reporting person for $100 per Unit. Each Unit consists of one share of Series B Preferred and warrants to purchase 400 shares of Common Stock.
(3)  The Units were purchased by the pension plan of a limited liability company of which the reporting person is the sole member.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
FINE N SCOTT
6714 NW 16TH STREET, SUITE B
GAINESVILLE, FL 32163
X
Chief Executive Officer

Signatures
/s/ N. Scott Fine 10/18/2017
** 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).
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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