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 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 *
Williams Gregg
  2. Issuer Name and Ticker or Trading Symbol
SECOND SIGHT MEDICAL PRODUCTS INC [EYES]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
12744 SAN FERNANDO ROAD, SUITE 400
3. Date of Earliest Transaction (Month/Day/Year)
02/08/2016
(Street)

SYLMAR, CA 91342
4. If Amendment, Date 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
(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 02/08/2016   J   4,358,082 D $ 3.37 0 I See footnote (1)
COMMON STOCK 02/08/2016   J   4,358,082 A $ 3.37 (1) 5,810,180 I See footnote (1) (2)
COMMON STOCK (3)               5,439 D  

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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
WARRANT $ 5 02/08/2016   J     214,921 07/31/2012 07/31/2017 COMMON STOCK 214,921 $ 1.62 0 I See footnote (1)
WARRANT $ 5 02/08/2016   J   214,921   07/31/2012 07/31/2017 COMMON STOCK 214,921 $ 1.62 214,921 I See footnote (1)
WARRANT $ 5             02/23/2013 02/28/2018 COMMON STOCK 240,000   240,000 I See footnote (2)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Williams Gregg
12744 SAN FERNANDO ROAD
SUITE 400
SYLMAR, CA 91342
  X   X    

Signatures

 /s/ Gregg Williams   02/10/2016
**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 February 8, 2016 Sam B. Williams Power Trust, a trust of which Mr. Williams is trustee and whose current life beneficiary is his mother and of which three trusts established for the benefit of Mr. Williams and his two siblings are remainder beneficiaries, sold (i) 4,358,082 shares of common stock and (ii) warrants to purchase 214,921 shares of common stock to Sam Williams Family Investments LLC, whose manager is Mr. Williams and whose owners are the three aforementioned trusts established for the benefit of Mr. Williams and his two siblings. Each trust owns 1/3 of Sam Williams Family Investments LLC. Mr. Williams exercises sole voting and dispositive power over the securities acquired by Sam Williams Family Investments LLC from the Sam B. Williams Power Trust and his total beneficial ownership remains unchanged as a result of this transaction.
(2) Williams International Co. LLC owns 1,452,098 shares and warrants to purchase 240,000 shares.
(3) Previously reported on Form 4, filed with the Commission on June 3, 2015.

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