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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OMB Number: 3235-0287
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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 *

Landry John		 2. Issuer Name and Ticker or Trading Symbol

VAPOTHERM INC [ VAPO ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
SVP & Chief Financial Officer
(Last)          (First)          (Middle)

100 DOMAIN DRIVE		 3. Date of Earliest Transaction (MM/DD/YYYY)

1/2/2023
(Street)

EXETER, NH 03833
(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 1/2/2023  A  5684 (1)A$2.7 (1)308758 (2)D  
Common Stock         13550 (3)I Roth IRA I 
Common Stock         3400 (3)I Roth IRA II 

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
Stock Option (right to buy) $2.7 1/2/2023  A   54675     (4)1/2/2033 Common Shares 54675 $0 54675 D  
Explanation of Responses:
(1) Restricted stock unit award granted under the Vapotherm, Inc. Amended and Restated 2018 Equity Incentive Plan (the "2018 Equity Plan") in lieu of an annual increase in the reporting person's 2023 base salary. The restricted stock unit award will vest in full on December 31, 2023, subject to the reporting person's continued service as an employee or other service provider to the Issuer through the vesting date.
(2) Includes 60,501 shares that will be issued over time upon vesting and settlement of restricted stock unit awards and 45,000 shares held by the reporting person's Roth IRA.
(3) The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(4) This option was granted under the 2018 Equity Plan and will vest as to 25% of the underlying shares on January 2, 2024, and thereafter, as to the remaining 75% of underlying shares, in 36 monthly installments, subject to the reporting person's continued service as an employee or other service provider to the Issuer through the vesting dates.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Landry John
100 DOMAIN DRIVE
EXETER, NH 03833

SVP & Chief Financial Officer
Signatures
/s/Adrain Bryant, as Attorney In Fact1/4/2023
**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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