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 *
  GARDNER LINDSAY A
2. Date of Event Requiring Statement (Month/Day/Year)
02/26/2016
3. Issuer Name and Ticker or Trading Symbol
IZEA, Inc. [IZEA]
(Last)
(First)
(Middle)
480 NORTH ORLANDO AVENUE, SUITE 200
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WINTER PARK, FL 32789
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 64,626
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
Option (Right to Buy)   (1) 06/19/2018 Common Stock 2,500 $ 5.8 D  
Option (Right to Buy)   (2) 12/10/2018 Common Stock 2,500 $ 5.8 D  
Option (Right to Buy)   (3) 04/08/2025 Common Stock 1,154 $ 7.7 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GARDNER LINDSAY A
480 NORTH ORLANDO AVENUE
SUITE 200
WINTER PARK, FL 32789
  X      

Signatures

By: /s/ LeAnn Hitchcock as attorney-in-fact for Lindsay A. Gardner 03/02/2016
**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) These options to purchase shares were issued under the Issuer's May 2011 Equity Icentive Plan (the "May Plan") and vest in 48 equal installments monthly over the 48 months following the grant date, June 19, 2013. The number of shares and exercise price reflect the 1-for-20 reverse stock split that was effected on January 11, 2016.
(2) These options to purchase shares were issued under the Issuer's August 2011 B Equity Plan and vested in 12 equal installments monthly over the 12 months following the grant date, December 10, 2013. The number of shares and exercise price reflect the 1-for-20 reverse stock split that was effected on January 11, 2016.
(3) These options to purchase shares were issued under the May Plan and vest in 48 equal installments monthly over the 48 months following the grant date, April 8, 2015. The number of shares and exercise price reflect the 1-for-20 reverse stock split that was effected on January 11, 2016.

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