Ownership Submission
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

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
MILINAZZO ALAN
  2. Issuer Name and Ticker or Trading Symbol
InspireMD, Inc. [NSPR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last)
(First)
(Middle)
C/O INSPIREMD, INC., 321 COLUMBUS AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
05/05/2015
(Street)

BOSTON, MA 02116
4. If Amendment, Date Original Filed(Month/Day/Year)
01/05/2016
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 05/05/2015   F   1,949 (1) (2) D $ 2.6 140,395 (2) D  
Common Stock 12/31/2015   A   63,825 (3) A $ 0.88 204,220 (4) D  
Common Stock 12/31/2015   F   24,094 D $ 0.88 180,126 (5) D  
Common Stock 01/03/2016   F   4,982 D $ 0.88 175,144 (6) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MILINAZZO ALAN
C/O INSPIREMD, INC.
321 COLUMBUS AVENUE
BOSTON, MA 02116
  X     President and CEO  

Signatures

 /s/ Alan Milinazzo   01/26/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) These shares were omitted from the Reporting Person's original Form 4 filed on January 5, 2016. Represents shares of restricted stock withheld to pay the Reporting Person's tax withholding obligations incurred in connection with the vesting of 5,996 shares of restricted stock award granted on April 25, 2013.
(2) Reflects a 1-for-10 reverse stock split effected October 1, 2015.
(3) Represents an adjustment to the number of shares of restricted stock granted on January 26, 2015 in lieu of 50% of his base salary in cash payments based upon the volume-weighted average price of the Issuer's common stock during the calendar year ended December 31, 2015, pursuant to the Third Amendment to Employment Agreement, dated as of June 29, 2015.
(4) These shares were previously reported as 1,487,261 shares but were adjusted to reflect the withholding of shares of restricted stock to pay the Reporting Person's tax withholding obligations omitted from the Reporting Person's original Form 4 filed on January 5, 2016 and the 1-for-10 reverse stock split that was effected on October 1, 2015.
(5) These shares were previously reported as 1,463,167 shares but were adjusted to reflect the withholding of shares of restricted stock to pay the Reporting Person's tax withholding obligations omitted from the Reporting Person's original Form 4 filed on January 5, 2016 and the 1-for-10 reverse stock split that was effected on October 1, 2015.
(6) These shares were previously reported as 1,458,185 shares but were adjusted to reflect the withholding of shares of restricted stock to pay the Reporting Person's tax withholding obligations omitted from the Reporting Person's original Form 4 filed on January 5, 2016 and the 1-for-10 reverse stock split that was effected on October 1, 2015.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.