Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Smith Angus W.
2. Date of Event Requiring Statement (Month/Day/Year)
02/06/2018
3. Issuer Name and Ticker or Trading Symbol
PERNIX THERAPEUTICS HOLDINGS, INC. [PTX]
(Last)
(First)
(Middle)
C/O PERNIX THERAPEUTICS HOLDINGS, INC., 10 NORTH PARK PLACE, SUITE 201
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Chief Bus Off & PFO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MORRISTOWN, NJ 07960
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 3,300 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   (2) 09/29/2024 Common Stock 7,500 (7) $ 78.6 (7) D  
Stock Option (right to buy)   (3) 04/24/2025 Common Stock 2,500 (7) $ 73.3 (7) D  
Stock Option (right to buy)   (4) 02/25/2026 Common Stock 3,500 (7) $ 21.4 (7) D  
Stock Option (right to buy)   (5) 02/25/2016 Common Stock 14,000 (7) $ 21.4 (7) D  
Stock Option (right to buy)   (6) 08/08/2027 Common Stock 10,000 $ 2.92 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Smith Angus W.
C/O PERNIX THERAPEUTICS HOLDINGS, INC.
10 NORTH PARK PLACE, SUITE 201
MORRISTOWN, NJ 07960
      SVP, Chief Bus Off & PFO  

Signatures

/s/ Kenneth R. Pina, attorney-in-fact 02/12/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Consists of previously-awarded restricted share units that vest in four equal annual installments of 825 shares, with the first installment vesting on August 8, 2018, which is the one year anniversary of the grant date.
(2) The option vests and becomes exercisable over a four-year period commencing on September 29, 2014. Twenty-five percent (25%) of the option vested and became exercisable on September 29, 2015, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer.
(3) The option vests and becomes exercisable over a four-year period commencing on April 24, 2015. Twenty-five percent (25%) of the option vested and became exercisable on April 24, 2016, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer.
(4) The option vests and becomes exercisable over a four-year period commencing on February 25, 2016. Twenty-five percent (25%) of the option vested and became exercisable on February 25, 2017, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer.
(5) The option vests and becomes exercisable over a four-year period commencing on February 25, 2016. Twenty-five percent (25%) of the option vested and became exercisable on February 25, 2017, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer.
(6) The option vests and becomes exercisable over a four-year period commencing on August 8, 2017. Twenty-five percent (25%) of the option vests and becomes exercisable on August 8, 2018, with the balance vesting in equal annual installments over the remaining three years of the four-year period, subject to continued service with the Issuer.
(7) Exercise price and number of option shares have been adjusted to reflect the Issuer's 1-for-10 stock split of its issued and outstanding shares of common stock effected on October 13, 2016.
 
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney

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