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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Natale Anthony (Last) (First) (Middle) C/O VENUS CONCEPT INC. 235 YORK BOULEVARD, SUITE 900 (Street) TORONTO A6 M2J 4Y8 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Venus Concept Inc. [ VERO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/07/2019
	4. If Amendment, Date of Original Filed (Month/Day/Year) 11/07/2019	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/07/2019		A		129,309(1)	A	(2)	129,309	I	By Partnership(3)
Common Stock	11/07/2019		A		12,383(1)	A	(4)	141,692	I	By Partnership(5)
Common Stock	11/07/2019		A		23,324	A	(6)	165,016	I	By Partnership(7)
Common Stock	11/07/2019		A		571,214	A	(8)	736,230	I	By Partnership(9)
Common Stock	11/07/2019		A		51,297	A	(10)	787,527	I	By Partnership(3)
Common Stock	11/07/2019		A		4,912	A	(11)	794,439	I	By Partnership(5)
Common Stock	11/07/2019		A		9,252(1)	A	(12)	801,691	I	By Partnership(7)
Common Stock	11/07/2019		A		43,627	A	(13)	845,318	I	By Partnership(9)
Common Stock	11/07/2019		A		20,896(14)	A	$3.75(14)	866,214	I	By Partnership(3)
Common Stock	11/07/2019		A		2,001(14)	A	$3.75(14)	868,215	I	By Partnership(5)
Common Stock	11/07/2019		A		3,769(14)	A	$3.75(14)	871,984	I	By Partnership(7)
Common Stock	11/07/2019		A		26,666(14)	A	$3.75(14)	898,650	I	By Partnership(9)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Form 4 is being amended to correct de minimis error in number of shares previously reported in Columns 4 and 5. There are no changes to the Derivative Securities previously reported in Table II of the Form 4 filed with the Securities and Exchange Commission on November 7, 2019.

2. Received, in connection with the merger of a wholly-owned subsidiary of Restoration Robotics, Inc. with and into Venus Concept Ltd. (the "Merger"), in exchange for 224,220 shares of Series B Preferred Stock of Venus Concept Ltd.

3. Held by Aperture Venture Partners II, L.P. ("II"). The shares held directly by II, II-A, II-B and Aperture III Fund (each as defined below) are indirectly held by their general partners, Aperture Ventures II Management, LLC ("Aperture Management I") and Aperture Ventures III Management, LLC ("Aperture Management III" and, collectively with Aperture Management II, "Aperture Management") and each individual managing directors of Aperture Management (the "Managers"). The Managers of Aperture Management are Anthony Natale, Eric H. Sillman, Paul E. Tierney, Jr. and Thomas P. Cooper. Mr. Natale is a member of the Issuer's board of directors and a Manager of Aperture Management. Aperture Management and each of the Managers share voting and dispositive power over the ordinary shares directly held by II, II-A, II-B and Aperture III Fund. The Managers disclaim beneficial ownership of shares held by II, II-A, II-B and Aperture III Fund, except to extent of any pecuniary interest therein.

4. Received, in connection with the Merger, in exchange for 21,472 shares of Series B Preferred Stock of Venus Concept Ltd.

5. Held by Aperture Venture Partners II-A, L.P. ("II-A").

6. Received, in connection with the Merger, in exchange for 40,444 shares of Series B Preferred Stock of Venus Concept Ltd.

7. Held by Aperture Venture Partners II-B, L.P. ("II-B").

8. Received, in connection with the Merger, in exchange for 990,476 shares of Series B Preferred Stock of Venus Concept Ltd.

9. Held by Aperture Venture Partners III, L.P. ("Aperture III Fund").

10. Received, in connection with the Merger upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd. dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $195,343.84 and $157,282.58, respectively.

11. Received, in connection with the Merger upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd. dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $18,706.55 and $15,061.72, respectively.

12. Received, in connection with the Merger upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd., dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $35,235.32 and $28,369.99, respectively.

13. Received, in connection with the Merger, upon the conversion of the outstanding principal and any accrued and unpaid interest of two 8% Convertible Promissory Notes issued by Venus Concept Ltd., dated as of August 14, 2019 and August 21, 2019, in the original principal amounts of $99,285.71 and $200,714.29, respectively.

14. These securities were purchased from the Issuer at a purchase price of $3.75 per unit, consisting of one share of Common Stock and a warrant exercisable for 0.5 shares of Common Stock, with two warrants exercisable for one share of Common Stock at an exercise price of $6.00 per share.

	/s/ Michael Mandarello as attorney-in-fact for Anthony Natale	11/25/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.