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 *

Schweibold Andrew
2. Issuer Name and Ticker or Trading Symbol

Helix TCS, Inc. [ HLIX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
May be part of a 13(d) Group
(Last)          (First)          (Middle)

C/O HELIX TCS, INC., 5300 DTC PARKWAY, SUITE 300
3. Date of Earliest Transaction (MM/DD/YYYY)

6/1/2018
(Street)

GREENWOOD VILLAGE, CO 80111
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ 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   6/1/2018     A    10182646.0000   A $0.0000   (1) 10182646.0000   I   By RSF5, LLC   (2)
Common Stock   6/1/2018     A    1426235.0000   A $0.0000   (3) 1426235.0000   I   By RSG5, LLC   (2)
Common Stock                  1244444.0000   I   By RSF4, LLC   (4)

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 Preferred Stock   $0   (5)                    (6)   (6) Common Stock   13784201.0000     13784201.0000   I   By RSF4, LLC   (4)

Explanation of Responses:
(1)  Received in exchange for an aggregate of 751,890 shares of Bio-Tech Software, Inc. ("BioTrackTHC") stock in connection with its merger into Helix Acquisition Sub, Inc., a wholly-owned subsidiary of the Issuer (the "Merger"). Of the 10,182,646 shares issued to the Reporting Person in connection with the Merger, 343,094 shares are currently being held in escrow and are subject to forfeiture during the eighteen-month period following the Merger to satisfy indemnification obligations of the Issuer, if any.
(2)  The Reporting Person and Jonathan Rosenthal are 50/50 owners of Rose Management Group, LLC which is the manager of RSF5, LLC and RSG5, LLC. The Reporting Person disclaims beneficial ownership of the stock held by RSF5, LLC and RSG5, LLC except to the extent of his pecuniary interest therein.
(3)  Received in exchange for 146,090 shares of Bio-Tech Software, Inc. ("BioTrackTHC") stock in connection with its merger into Helix Acquisition Sub, Inc., a wholly-owned subsidiary of the Issuer (the "Merger"). Of the 1,426,235 shares issued to the Reporting Person in connection with the Merger, 76,888 shares are currently being held in escrow and are subject to forfeiture during the eighteen-month period following the Merger to satisfy indemnification obligations of the Issuer, if any.
(4)  The Reporting Person and Jonathan Rosenthal are 50/50 owners of Rose Capital Fund I GP, LLC which is the sole manager of RSF4, LLC. The Reporting Person disclaims beneficial ownership of the stock held by RSF4, LLC except to the extent of his pecuniary interest therein.
(5)  The Series B Preferred Stock converts to the Issuer's Common Stock on a one-for-one basis.
(6)  The Series B Preferred Stock is convertible after May 12, 2018.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Schweibold Andrew
C/O HELIX TCS, INC.
5300 DTC PARKWAY, SUITE 300
GREENWOOD VILLAGE, CO 80111
X X
May be part of a 13(d) Group
Rose Management Group LLC
41 WEST PUTNAM AVENUE
GREENWICH, CT 06830

X
May be part of a 13(d) Group
RSF5, LLC
41 WEST PUTNAM AVENUE
GREENWICH, CT 06830

X
May be part of a 13(d) Group
RSG5, LLC
41 WEST PUTNAM AVENUE
GREENWICH, CT 06830

X
May be part of a 13(d) Group
Rose Capital Fund I GP, LLC
41 WEST PUTNAM AVENUE
GREENWICH, CT 06830

X
May be part of a 13(d) Group
RSF4, LLC
41 WEST PUTNAM AVENUE
GREENWICH, CT 06830

X
May be part of a 13(d) Group
Rosenthal Jonathan
41 WEST PUTNAM AVENUE
GREENWICH, CT 06830

X
May be part of a 13(d) Group

Signatures
Andrew Schweibold, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** Signature of Reporting Person Date

Rose Management Group LLP, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** Signature of Reporting Person Date

RSF5, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** Signature of Reporting Person Date

RSG5, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** Signature of Reporting Person Date

Rose Capital Fund I GP, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** Signature of Reporting Person Date

RSF4, LLC, By: Andrew Schweibold, Principal and Jonathan Rosenthal, Principal, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** Signature of Reporting Person Date

Jonathan Rosenthal, By: /s/ S. Halle Vakani, by Power of Attorney 6/22/2018
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.