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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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 *

Tew Michael A
2. Issuer Name and Ticker or Trading Symbol

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

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
CEO/CFO
(Last)          (First)          (Middle)

1720 S BELLAIRE STREET, SUITE 325
3. Date of Earliest Transaction (MM/DD/YYYY)

7/10/2015
(Street)

DENVER, CO 80222
(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   10/15/2015     J    125000   A   (1) 250000   D    
Common Stock   12/31/2015     J (3)    250000   D   (1) 0   D    

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 Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. 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 Date 7. 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Grant   $0   7/10/2015     A      1250000         (1) 12/31/2017   Common Stock   1250000     (1) 1250000   D    
Restricted Stock Grant   $0   12/24/2015     D         1250000      (1)   (1) Common Stock   1250000     (1) 0   D    
Warrant   $0.05   12/24/2015     A      1500000         (1) 12/31/2018   Common Stock   1500000     (1) 1500000   D    
Warrant   $0.05   12/24/2015     A      1500000         (2) 12/31/2018   Common Stock   1500000     (2) 3000000   D    

Explanation of Responses:
( 1)  Reporting person received a grant of restricted stock for 1,250,000 shares of common stock, to vest in equal increments of 1/10th each quarter, beginning on 07/10/15 for the quarter ended 06/30/15, and thereafter, on the first day of each subsequent quarter, until fully vested. On each of July 10, 2015, and October 15, 2015, 125,000 shares were issued to reporting person, and on 12/24/15, the grant of restricted stock and the shares vested were cancelled in exchange for a warrant to purchase 1,500,000 shares of common stock, at an exercise price of $0.05 per share.
( 2)  Reporting person received a warrant to purchase 1,500,000 shares of common stock, at an exercise price of $0.05 per share, to vest in equal increments of 1/10th on the last day of each quarter, beginning March 31, 2016, until fully vested.
( 3)  K - Transaction in equity swap or instrument with similar characteristics.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Tew Michael A
1720 S BELLAIRE STREET
SUITE 325
DENVER, CO 80222
X
CEO/CFO

Signatures
Michael A. Tew 8/15/2016
** Signature of Reporting Person Date


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.
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