FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *

Jones Andrew D.
2. Date of Event Requiring Statement (MM/DD/YYYY)
5/4/2020 

3. Issuer Name and Ticker or Trading Symbol

NovaBay Pharmaceuticals, Inc. [NBY]
(Last)        (First)        (Middle)

2000 POWELL STREET, SUITE 1150
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                          _____ 10% Owner
___X___ Officer (give title below)        _____ Other (specify below)
CFO and Treasurer /
(Street)

EMERYVILLE, CA 94608      

(City)              (State)              (Zip)
5. 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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock (1)160000 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock option (right to buy) 5/4/2021 (2)5/4/2030 Common stock 300000 $1.0300 D  

Explanation of Responses:
(1) On May 4, 2020, Mr. Jones was issued 160,000 restricted stock units (the "RSUs") with a fair market value equal to $164,800 from the Company's 2017 Omnibus Incentive Plan, which will fully vest on the one year anniversary of Mr. Jones' first day of employment, May 4, 2021. Such RSUs were granted to Mr. Jones in relation to his Executive Employment Agreement, as disclosed in the Company's Current Report on Form 8-K filed with the SEC on May 5, 2020.
(2) The options will vest over four (4) years with 25% of the options vesting on the one year anniversary of Mr. Jones' first day of employment, May 4, 2021, and 6.25% vesting every three months thereafter.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Jones Andrew D.
2000 POWELL STREET, SUITE 1150
EMERYVILLE, CA 94608


CFO and Treasurer

Signatures
/s/ Andrew D. Jones5/13/2020
**Signature of Reporting PersonDate

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