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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Schwartzberg Gil
2. Issuer Name and Ticker or Trading Symbol

LIXTE BIOTECHNOLOGY HOLDINGS, INC. [ LIXT.OB ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

5500 MILITARY TRAIL, SUITE 22
3. Date of Earliest Transaction (MM/DD/YYYY)

12/7/2018
(Street)

JUPITER, FL 33458
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   12/7/2018     P    1040000   A $0.5   (1) 1895068   D    
Common Stock   12/7/2018     J (2)    150000   (2) A $0   2045068   D    
Common Stock   12/7/2018     G    600000   D $0   1066356   I   By Gil & Debbie Schwartzberg Family Trust, Gil Schwartzberg Separate Property  
Common Stock                  63811   (3) I   By Continuum Partners, L.P.  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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 to Purchase Common Stock   $1   12/7/2018     P      1040000       12/7/2018   11/30/2022   Common Stock   1040000   $0.5   1540000   D    
Warrants to Purchase Common Stock   $1   12/7/2018     G         1040000    12/7/2018   11/30/2022   Common Stock   1040000   $0   0   D    

Explanation of Responses:
(1)  The reporting person acquired 1,040,000 Units, each Unit consisting of one share of Common Stock and a four year warrant at an exercise price of $1.00 per share. The purchase price for a Unit was $0.50.
(2)  Represents shares acquired by the reporting person pursuant to enforcement of a judgment.
(3)  Represents the reporting person's proportionate interest in Continuum Partners, L.P. which owns 638,115 shares of the issuer's common stock.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Schwartzberg Gil
5500 MILITARY TRAIL, SUITE 22
JUPITER, FL 33458

X


Signatures
/s/ Gil Schwartzberg 12/11/2018
** 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.
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