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 *
Bhatnagar Anshu
  2. Issuer Name and Ticker or Trading Symbol
VERUS INTERNATIONAL, INC. [VRUS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last)
(First)
(Middle)
C/O VERUS INTERNATIONAL, INC., 9841 WASHINGTONIAN BOULEVARD, #390
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2017
(Street)

GAITHERSBURG, MD 20878
4. If Amendment, Date Original Filed(Month/Day/Year)
01/12/2017
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

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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
Warrants $ 0.006 01/02/2017   J(1)   11,581,467   01/10/2017 01/10/2019 Common Stock 11,581,467 $ 0 11,581,467 D  
Warrants $ 0.0079 01/01/2018   J(2)   8,505,249   01/01/2018 01/01/2020 Common Stock 8,505,249 $ 0 8,505,249 D  
Warrants $ 0.0022 01/01/2019   J(2)   44,970,000   01/01/2019 01/01/2021 Common Stock 44,970,000 $ 0 44,970,000 D  
Warrants $ 0.0079 06/30/2017   J(2)   7,500,000   06/30/2017 06/30/2019 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.022 09/30/2017   J(2)   7,500,000   09/30/2017 09/30/2019 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.0079 12/31/2017   J(2)   7,500,000   12/31/2017 12/31/2019 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.0058 03/31/2018   J(2)   7,500,000   03/31/2018 03/31/2020 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.0079 06/30/2018   J(2)   7,500,000   06/30/2018 06/30/2020 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.0032 09/30/2018   J(2)   7,500,000   09/30/2018 09/30/2020 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.0022 12/31/2018   J(2)   7,500,000   12/31/2018 12/31/2020 Common Stock 7,500,000 $ 0 7,500,000 D  
Warrants $ 0.006 12/28/2018   J(3)     11,581,467 01/02/2017   (4) Common Stock 11,581,467 $ 0 0 D  
Warrants $ 0.0079 12/28/2018   J(3)     8,505,249 01/01/2018 01/01/2020 Common Stock 8,505,249 $ 0 0 D  
Warrants $ 0.0022 12/28/2018   J(3)     44,970,000 01/01/2019 01/01/2021 Common Stock 44,970,000 $ 0 0 D  
Warrants $ 0.0079 12/28/2018   J(3)     7,500,000 06/30/2017 06/30/2019 Common Stock 7,500,000 $ 0 0 D  
Warrants $ 0.022 12/28/2018   J(3)     7,500,000 09/30/2017 09/30/2019 Common Stock 7,500,000 $ 0 0 D  
Warrants $ 0.0079 12/28/2018   J(3)     7,500,000 12/31/2017 12/31/2019 Common Stock 7,500,000 $ 0 0 D  
Warrants $ 0.0058 12/28/2018   J(3)     7,500,000 03/31/2018 03/31/2020 Common Stock 7,500,000 $ 0 0 D  
Warrants $ 0.0079 12/28/2018   J(3)     7,500,000 06/30/2018 06/30/2020 Common Stock 7,500,000 $ 0 0 D  
Warrants $ 0.0032 12/28/2018   J(3)     7,500,000 09/30/2018 09/30/2020 Common Stock 7,500,000 $ 0 0 D  
Warrants $ 0.0022 12/28/2018   J(3)     7,500,000 12/31/2018 12/31/2020 Common Stock 7,500,000 $ 0 0 D  
Series C Convertible Preferred Stock (5) 12/28/2018   J(3)   295,801   12/28/2018   (6) Common Stock 29,580,100 $ 0 395,801 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Bhatnagar Anshu
C/O VERUS INTERNATIONAL, INC.
9841 WASHINGTONIAN BOULEVARD, #390
GAITHERSBURG, MD 20878
  X     Chief Executive Officer  

Signatures

 /s/Anshu Bhatnagar   01/11/2019
**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) On January 12, 2017, the Reporting Person filed a Form 4 (the "Original Form 4") pursuant to which he indicated that on January 10, 2017, he exercised warrants (the "Original Warrants") to purchase 11,581,467 shares of common stock for $0.006 per share. In addition, the Reporting Person reported that he exercised the Original Warrants on a cashless basis (resulting in the withholding of 2,331,838 shares of common stock underlying the Original Warrants) resulting in the issuance of 9,249,629 shares of common stock upon the exercise thereof. At the time the Reporting Person filed the Original Form 4, the Company did not have sufficient authorized shares of common stock to issue the Reporting Person 9,249,629 shares of common stock upon the cashless exercise of the Original Warrant. Accordingly, the Original Form 4 erroneously reported that the Original Warrant was exercised.
(2) Issued to the Reporting Person pursuant to the employment agreement between the Issuer and Reporting Person dated January 31, 2017.
(3) The Reporting Person exchanged, among other things, the warrants for an aggregate of 295,801 shares of Series C Convertible Preferred Stock.
(4) The warrants have no expiration date.
(5) Each share of Series C Convertible Preferred Stock is convertible into such number of shares equal to the Stated Value divided by the Conversion Price. "Stated Value" initially means $5.00 per share and "Conversion Price" initially means $0.05 per share.
(6) The Series C Convertible Preferred Stock have no expiration date.

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