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
                                                                                  
 OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response... 0.5
                      
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 *

Seldin David		 2. Issuer Name and Ticker or Trading Symbol

Nuburu, Inc. [ BURU ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

12610 RACE TRACK ROAD, SUITE 250		 3. Date of Earliest Transaction (MM/DD/YYYY)

6/23/2023
(Street)

TAMPA, FL 33626		 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)(2)6/23/2023  A (3)  $1200000    6/24/2023 (1)(2)6/23/2026 (1)(2)Common Stock 1744186 (1)(2)$1200000 $1200000 (1)(2)D  
Warrant (right to buy) $1.03 (4)6/23/2023  A (3)  1744186    12/23/2023 6/23/2028 Common Stock 1744186  (5)1744186 D  
Explanation of Responses:
(1) Convertible promissory notes with an aggregate principal amount of $1,200,000 ("Convertible Notes") were 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 Convertible Notes 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 Convertible Notes into shares of the Issuer's common stock, par value $0.0001 per share ("Common Stock") at a conversion price of $0.688 (subject to adjustment pursuant to the terms of the Convertible Notes). 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.
(2) (Continued from Footnote 1) All unpaid principal, together with any then unpaid and accrued interest and other amounts payable under the Convertible Notes, will be due and payable on the earlier of (i) June 23, 2026, or (ii) following the occurrence of an event of default.
(3) This purchase was exempted pursuant to Rule 16b-3(d) under the Securities Exchange Act of 1934, as amended (the "Exchange Act").
(4) Subject to adjustment pursuant to the terms of the warrants to purchase shares of Common Stock (the "Warrants") issued on June 23, 2023 pursuant to the Purchase Agreement.
(5) The Warrants were issued pursuant to the Purchase Agreement in connection with the purchase of the Convertible Notes as partial consideration for the Convertible Notes.

Remarks:
The Reporting Person may be deemed a director by deputization of the Issuer. 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 Common Stock owned by the other members of the Section 13(d) group except to the extent of his pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Seldin David
12610 RACE TRACK ROAD
SUITE 250
TAMPA, FL 33626		X
Signatures
/s/ Debrah Herman, attorney-in-fact for David Seldin6/27/2023
**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.
Tailwind Acquisition (NYSE:TWND)
Historical Stock Chart
From Nov 2024 to Dec 2024 Click Here for more Tailwind Acquisition Charts.
Tailwind Acquisition (NYSE:TWND)
Historical Stock Chart
From Dec 2023 to Dec 2024 Click Here for more Tailwind Acquisition Charts.