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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Paccasassi Robert
  2. Issuer Name and Ticker or Trading Symbol
BioRestorative Therapies, Inc. [BRTX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Quality and Compliance
(Last)
(First)
(Middle)
40 MARCUS DRIVE, SUITE 1
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2019
(Street)

MELVILLE, NY 11747
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Stock Option $ 4.7 03/25/2019   D     5,000   (1) 08/13/2025 Common Stock 5,000 (5) 0 D  
Stock Option $ 0.75 03/25/2019   A   5,000     (1) 08/13/2025 Common Stock 5,000 (5) 5,000 D  
Stock Option $ 3.73 03/25/2019   D     15,000   (2) 06/10/2026 Common Stock 15,000 (5) 0 D  
Stock Option $ 0.75 03/25/2019   A   15,000     (2) 06/10/2026 Common Stock 15,000 (5) 15,000 D  
Stock Option $ 2.8 03/25/2019   D     40,000   (3) 07/12/2027 Common Stock 40,000 (5) 0 D  
Stock Option $ 0.75 03/25/2019   A   40,000     (3) 07/12/2027 Common Stock 40,000 (5) 40,000 D  
Stock Option $ 1.23 03/25/2019   D     50,000   (4) 10/29/2028 Common Stock 50,000 (5) 0 D  
Stock Option $ 0.75 03/25/2019   A   50,000     (4) 10/29/2028 Common Stock 50,000 (5) 50,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Paccasassi Robert
40 MARCUS DRIVE
SUITE 1
MELVILLE, NY 11747
      VP, Quality and Compliance  

Signatures

 /s/ Robert Paccasassi   03/25/2019
**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) The option is exercisable to the extent of 1,667 shares on each of August 13, 2016 and August 13, 2017, and 1,666 shares on August 13, 2018.
(2) The option is exercisable to the extent of 5,000 shares on each of June 10, 2017, June 10, 2018 and June 10, 2019.
(3) The option is exercisable to the extent of 13,334 shares on July 12, 2018, and 13,333 shares on each of July 12, 2019 and July 12, 2020.
(4) The option is exercisable to the extent of 16,667 shares on each of October 29, 2019 and October 29, 2020, and 16,666 shares on October 29, 2021.
(5) The reported transactions involved an amendment of an outstanding stock option, resulting in the deemed cancellation of the "old" stock option and the grant of a "replacement" stock option at a reduced exercise price.

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