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 *

Schessel Marc Sanford 		2. Issuer Name and Ticker or Trading Symbol

SCWorx Corp. [ WORX ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

4 JACOBS LANE 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/13/2019
(Street)

NEW PALTZ, NY 12561
(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, $.001 par value                  1032603   D    
Common Stock, $.001 par value                  197820   I   See Note   (1)
Restricted Stock Units (common stock)   2/13/2019     A    75000   (2) A $0   (6) 75000   D    
Restricted Stock Units (common stock)   2/13/2019     A   V 25000   (3) A $0   (6) 25000   D    
Restricted Stock Units (common stock)   2/13/2019     A    25000   (4) A $0   (6) 25000   D    
Restricted Stock Units (common stock)   2/13/2019     A    25000   (5) A $0   (6) 25000   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 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

Explanation of Responses:
(1)  Owned of record by Greg Lewis Stivers, Trustee, TSS 2019 Irrevocable Trust. These shares are held in a trust for the benefit of the reporting person's spouse, who is not a trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of. Section 16 or for any other purpose.
(2)  These Restricted stock Units ("RSUs") vest in quarterly installments over three years, commencing August 15, 2019.
(3)  These RSUs vest only if the Issuer obtains $10M in new recurring revenue on or before 08/15/20.
(4)  These RSUs vest if and when the Issuer's stock price attains a volume weighted average price ("VWAP") of $20 per share for 15 consecutive trading days.
(5)  These RSUs vest if and when the Issuer's stock price attains a VWAP of $40 per share for 15 consecutive trading days.
(6)  The Issuer granted these RSUs to the reporting person in consideration for services to be rendered to the Issuer.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Schessel Marc Sanford
4 JACOBS LANE
NEW PALTZ, NY 12561 		X X CEO

Signatures
/s/ Marc S. Schessel 2/14/2019
** 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.
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