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 *
STAFFORD JOHN S III
  2. Issuer Name and Ticker or Trading Symbol
AWARE INC /MA/ [AWRE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
350 N. ORLEANS STREET, SUITE 2N
3. Date of Earliest Transaction (Month/Day/Year)
11/01/2016
(Street)

CHICAGO, IL 60654-1975
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 11/01/2016   J(1)   286,671 A $ 0 (1) 286,671 I By Trust (1)
Common Stock 11/01/2016   S(2)   286,671 D $ 5.225 (3) 0 I By Trust (1) (2)
Common Stock               3,248,508 (4) D (4)  

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
STAFFORD JOHN S III
350 N. ORLEANS STREET
SUITE 2N
CHICAGO, IL 60654-1975
    X    
Ronin Capital, LLC
350 N. ORLEANS STREET
SUITE 2N
CHICAGO, IL 60654-1975
    X    

Signatures

 /s/ John S. Stafford, III   11/03/2016
**Signature of Reporting Person Date

 /s/ Agnes Burda, authorized signatory   11/03/2016
**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) On November 1, 2016, John S. Stafford, III was appointed trustee of a family trust (the "2011 Gift Trust") that beneficially owned 286,671 shares of common stock (the "Shares") of Aware, Inc. (the "Company"). The Shares were acquired by the 2011 Gift Trust more than six months prior to November 1, 2016. Mr. Stafford has no direct or indirect pecuniary interest in the Shares beneficially owned by the 2011 Gift Trust. Pursuant to Rule 13d-4, Mr. Stafford disclaims beneficial ownership of all Shares beneficially owned by the 2011 Gift Trust.
(2) On November 1, 2016 Mr. Stafford engaged in a series of private transactions for estate planning purposes with members of his immediate family that resulted in the transfer of all of the Shares beneficially owned by the 2011 Gift Trust to a revocable trust (the "Revocable Trust") whose grantor is Mr. Stafford's father. As the 2011 Gift Trust received replacement assets in the form of cash consideration for the Shares based on the then fair market value of the shares, the transfer to the Revocable Trust is deemed to be a sale of the Shares.
(3) Represents the average of the high and low prices for the Shares as reported on the Nasdaq Global Market on October 31, 2016.
(4) The reported shares of common stock of the Company are held in a Class C Capital Account of Mr. Stafford at Ronin Capital, LLC ("Ronin"), a limited liability company owned and managed by Mr. Stafford. Mr. Stafford is the indirect beneficial owner of all of the shares of common stock of the Company held of record by Ronin.

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.