SEC FORM 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person ^*

MILLS RICHARD C

(Last)

(First)

(Middle)

13100 MAGISTERIAL DRIVE, SUITE 100

(Street)

LOUISVILLE

40223

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CREATIVE REALITIES, INC. [ CREX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2020

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								702,259	D
Common Stock								87,976	I	By RFK Communications, LLC ⁽¹⁾

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 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (right to buy)	$ 2.53	06/01/2020⁽²⁾		D			480,000	⁽²⁾	05/20/2030	Common Stock	480,000	$ 0 ⁽²⁾	0	D
Stock Options (right to buy)	$ 2.53	06/01/2020⁽³⁾		A		480,000		⁽³⁾	06/01/2030	Common Stock	480,000	$ 0 ⁽³⁾	480,000	D

Explanation of Responses:

1. The Reporting Person is a principal of RFK Communications, LLC and has voting and investment power for this entity.

2. This transaction involves a rescission of a prior grant pursuant to an agreement dated June 1, 2020 between the Company and the Reporting Person in connection with securities granted which were in excess of the limits authorized by the Company's 2014 Stock Incentive Plan. As of the date of rescission, the forfeited options to acquire 480,000 shares were not vested.

3. The options were granted pursuant to an agreement dated June 1, 2020 between the Company and the Reporting Person and are subject to approval by Company's stockholders of an amendment to its 2014 Stock Incentive Plan (the "Amendment"). If the Amendment is approved by stockholders, options to acquire 480,000 shares will vest in three equal installments of 160,000 each on 6/1/2021, 6/1/2022 and 6/1/2023. The grant was approved in accordance with Rule 16b-3(d) of the Securities Exchange Act of 1934 (the "1934 Act"), and in accordance with Rule 16b-3(a) of the 1934 Act is exempt from Section 16(b) of the 1934 Act.

Remarks:

Exhibit 24.1 Power of Attorney filed with Form 4 dated 9/18/2019 and incorporated herein by reference.

	/s/ Will Logan as Attorney-in-Fact for Richard Mills	06/03/2020
	** Signature of Reporting Person	Date
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