MIMEDX GROUP, INC. — Director's Dealing 2014

Feb 27, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MIMEDX GROUP, INC. (MDXG)
CIK: 0001376339
Period of Report: 2014-02-25

Reporting Person: PETIT PARKER H (Director, Chairman & CEO, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-25	Restricted Common Stock	A	57037	$7.24	Acquired	5834884	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-25	Stock Option	$7.24	A	177110	Acquired	2024-02-24	Common Stock (177110)	Direct

Footnotes

F1: The Restricted Shares vest over three years in equal installments on the 1st, 2nd and 3rd anniversary dates of the grant.

F2: Number of shares held directly by Mr. Petit, including 163,037 shares of Restricted Stock which vest in equal installments over first three anniversary dates of the grants. Mr. Petit also beneficially owns 150,000 shares held by The Parker H. Petit Grantor Trust, of which he serves as Trustee; 150,000 shares held by Petit Investments LP of which he serves as General partner and limited partner and possesses shared voting and investment control; and 1,250,000 shares held by Cox Road Partners II LLP, 1,250,000 shares held by Cox Road Partners LLLP and 1,250,000 shares held by Petit Investments LLLP II, Limited Liability Partnerships over which Mr. Petit possesses sole voting and investment control.

F3: The options vest in three equal installments over the first three anniversary dates of the grant.