FORM 4
[X] 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 *

BARNES JAMES A		 2. Issuer Name and Ticker or Trading Symbol

WRAP TECHNOLOGIES, INC. [ WRAP ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
FORMER OFFICER
(Last)          (First)          (Middle)

C/O WRAP TECHNOLOGIES, INC., 1817 W 4TH STREET		 3. Date of Earliest Transaction (MM/DD/YYYY)

7/27/2022
(Street)

TEMPE, AZ 85281
(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 7/27/2022  F(1)  13323 D$1.762 (2)75496 D 
 
Common Stock 7/28/2022  F(1)  3 D$1.77 75493 D 
 
Common Stock         1742741 I By family trust 
Common Stock         358959 I By Sunrise Capital, Inc. 

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) The shares were sold to satisfy income tax withholding obligations relating to the accelerated vesting of previously reported restricted stock units that vested on July 24, 2022. This sale is a result of the default provision under the Company's equity incentive plan and does not represent a discretionary trade by the Reporting Person.
(2) This transaction was executed in multiple sales at prices ranging from $1.75 to $1.80. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff full information regarding the number of shares and prices at which the transaction was effected.

Remarks:
This "Exit" Form 4 also notices that the Reporting Person is no longer serving as the Company's Chief Financial Officer, Secretary and Treasurer, effective July 25, 2022, and therefore is no longer subject to Section 16 reporting.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
BARNES JAMES A
C/O WRAP TECHNOLOGIES, INC.
1817 W 4TH STREET
TEMPE, AZ 85281


FORMER OFFICER
Signatures
/s/ James A. Barnes7/29/2022
**Signature of Reporting PersonDate
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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