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IZEA, INC.
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(Name of Issuer)
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Common Stock, $0.0001 par value
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(Title of Class of Securities)
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46603N301
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(CUSIP Number)
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December 31, 2016
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(Date of Event Which Requires Filing of this Statement)
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| o | Rule 13d-1(b) |
| o | Rule 13d-1(c) |
| x | Rule 13d-1(d) |
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1
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NAME OF REPORTING PERSON
Brian W. Brady
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) o
(b) o
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
915,741(1)
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
915,741(1)
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
915,741(1)
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.8%(2)
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12
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TYPE OF REPORTING PERSON
IN
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(1)
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Includes 5,985 shares issuable upon the exercise of presently exercisable options or options exercisable within 60 days of December 31, 2016.
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(2)
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Such percentage is based on 5,456,118 shares of common stock outstanding as of December 31, 2016.
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Item 1(a).
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Name of issuer:
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Item 1(b).
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Address of issuer's principal executive offices:
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Item 2(a).
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Name of person filing
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Item 2(b).
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Address of principal business office or, if none, residence
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Item 2(c).
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Citizenship
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Item 2(d).
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Title of class of securities:
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Item 2(e).
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CUSIP No.:
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Item 3.
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If this statement is filed pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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A non-U.S. institution in accordance with §240.13d—1(b)(1)(ii)(J);
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(k)
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Group, in accordance with §240.13d—1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d—1(b)(1)(ii)(J), please specify the type of institution: _____
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Item 4.
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Ownership
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(a)
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Amount beneficially owned:
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As of December 31, 2016, Brian W. Brady beneficially owned 915,741 shares of Common Stock. Subsequent to December 31, 2016, Mr. Brady received 1,427 shares of restricted stock of the Issuer.
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(b)
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Percent of class:
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As of December 31, 2016, Mr. Brady owned 16.8% of the outstanding shares of Common Stock. This percentage is calculated based on 5,456,118 shares of Common Stock outstanding, of which 5,450,005 shares of Common Stock were reported in the Issuer’s quarterly report on Form 10-Q for the period ended September 30, 2016, filed with the Securities and Exchange Commission on November 14, 2016. The number of securities held by Mr. Brady includes 5,985 shares of Common Stock issuable upon the exercise of presently exercisable options or options exercisable within 60 days of December 31, 2016.
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote
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See Cover Pages Items 5-9.
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(ii)
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Shared power to vote or to direct the vote
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See Cover Pages Items 5-9.
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(iii)
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Sole power to dispose or to direct the disposition of
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See Cover Pages Items 5-9.
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(iv)
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Shared power to dispose or to direct the disposition of
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Item 5.
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Ownership of 5 Percent or Less of a Class.
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Item 6.
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Ownership of More than 5 Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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Item 10.
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Certifications.
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/s/ Brian W. Brady
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BRIAN W. BRADY
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