ASURE SOFTWARE INC — Director's Dealing 2018

Aug 28, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ASURE SOFTWARE INC (ASUR)
CIK: 0000884144
Period of Report: 2018-08-24

Reporting Person: Sandberg David (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-08-24	Asure Software, Inc. Common Stock ($0.01 par value)	A	2000	—	Acquired	22415	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-08-24	Common Stock Options (Right to Buy)	$14.32	A	10000	Acquired	2023-08-24	Common Stock ($0.01 par value) (10000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Asure Software, Inc. Common Stock ($0.01 par value)	190000	Indirect
Asure Software, Inc. Common Stock ($0.01 par value)	333890	Indirect
Asure Software, Inc. Common Stock ($0.01 par value)	146777	Indirect
Asure Software, Inc. Common Stock ($0.01 par value)	272303	Indirect

Footnotes

F1: Represents grant of restricted stock units that vest in one installment on March 31, 2019.

F2: Red Oak Partners, LLC ("ROP") serves as the general partner of The Red Oak Fund, LP, a Delaware limited partnership (the "Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Fund's portfolio manager.

F3: ROP serves as investment advisor to Pinnacle Capital Partners, LLC, a Florida limited liability company ("Pinnacle Partners"). Pinnacle Partners is the general partner of Pinnacle Opportunities Fund, LP, a Delaware limited partnership ("Pinnacle Fund"), the direct owner of the subject securities.

F4: ROP serves as the general partner of The Red Oak Long Fund, LP, a Delaware limited partnership (the "Long Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Long Fund's portfolio manager.

F5: ROP serves as the general partner of The Red Oak Institutional Founders Long Fund, LP, a Delaware limited partnership (the "Founders Fund"), the direct owner of the subject securities. David Sandberg is the managing member of ROP and the Founders Fund's portfolio manager.

F6: David Sandberg disclaims beneficial ownership of the shares held directly by the Fund, Pinnacle Fund, Long Fund and Founders Fund, except to the extent of their pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the shares for purposes of Section 16 of the Securities and Exchange Act of 1934 or for any other purpose.

F7: Such options shall vest in one installment on March 31, 2019.