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 *

Garling Jill		 2. Issuer Name and Ticker or Trading Symbol

Nuburu, Inc. [ BURU ] 		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)

C/O NUBURU, INC., 7442 S TUCSON WAY, SUITE 130		 3. Date of Earliest Transaction (MM/DD/YYYY)

6/23/2023
(Street)

CENTENNIAL, CO 80112		 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
(City)        (State)        (Zip)
Rule 10b5-1(c) Transaction Indication
☐ Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

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

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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
7% Convertible Promissory Note due 2026 $0.688 (1)6/23/2023  P   $3000000.00    6/24/2023 (1)6/23/2026 (1)Common Stock 4360465 (1)$3000000.00 7267442 (1)I See Footnote (2)
Warrant (right to buy) $1.03 (3)6/23/2023  P   4360465    12/23/2023 6/23/2028 Common Stock 4360465  (4)7267442 I See Footnote (2)
Explanation of Responses:
(1) The 7% convertible promissory note with an aggregate principal amount of $3,000,000 ("Note") was issued on June 23, 2023 pursuant to that certain Note and Warrant Purchase Agreement, dated as of June 12, 2023, by and among Nuburu, Inc. (the "Issuer") and the investors listed on Schedule I thereto (the "Purchase Agreement"). The Note and any accrued interest thereon are convertible at the option of the holder at any time following June 23, 2023 prior to repayment of the Note into shares of the Issuer's common stock at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Note). Interest accrues on the unpaid principal amount at a rate equal to 7% per annum, but it is not due and payable until the maturity date. All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Note, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.
(2) The securities are held directly by held by the Wilson-Garling 2023 Family Trust, of which Jill Garling is the trustee. As trustee, Ms. Garling exercises voting and investment control over these securities. Ms. Garling also exercises voting and investment control over the securities held by Wilson-Garling 2020 Family Trust uad 9/20/20, of which she is also trustee, and Ms. Garling may also be deemed to have voting and dispositive control over the securities held by W-G Investments LLC, of which she is a member and her spouse is the sole manager.
(3) Subject to adjustment pursuant to the terms of the warrant to purchase shares of the Issuer's common stock, par value $0.0001 per share (the "Warrant") issued on June 23, 2023 pursuant to the Purchase Agreement.
(4) The Warrant was issued pursuant to the Purchase Agreement in connection with the purchase of the Note as partial consideration for the Note.

Remarks:
The Reporting Person may be deemed a member of a "group" for purposes of Section 13(d) of the Exchange Act. The Reporting Person disclaims beneficial ownership of the shares of the Issuer's common stock owned by the other members of the Section 13(d) group except to the extent of her pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Garling Jill
C/O NUBURU, INC.
7442 S TUCSON WAY, SUITE 130
CENTENNIAL, CO 80112
X
Signatures
/s/ Jill Garling6/23/2023
**Signature of Reporting PersonDate
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 control number.
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