Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Dunham Craig T
 2. Date of Event Requiring Statement (Month/Day/Year)
04/28/2016		 3. Issuer Name and Ticker or Trading Symbol
LIGHTPATH TECHNOLOGIES INC [LPTH]
(Last)
(First)
(Middle)
LIGHTPATH TECHNOLOGIES, INC., 2603 CHALLENGER TECH CT, SUITE 100		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ORLANDO, FL 32826		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted stock units 10/29/2016   (1) Class A common stock 33,785 $ 0 (2) D  
Restricted stock units 10/30/2015   (3) Class A common stock 36,500 $ 0 (2) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dunham Craig T
LIGHTPATH TECHNOLOGIES, INC.
2603 CHALLENGER TECH CT, SUITE 100
ORLANDO, FL 32826		   X      

Signatures

/s/Dorothy M Cipolla, attorney-in-fact 05/03/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) The restricted stock units vest equally over a three-year period beginning on October 29, 2016. Mr. Dunham has elected to defer receipt of the shares until he is no longer on the board of directors. Any unvested restricted stock units will immediately vest upon Mr. Dunham leaving the board.
(2) Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
(3) The restricted stock units vest equally over a three-year period beginning on October 30, 2015. Mr. Dunham has elected to defer receipt of the shares until he is no longer on the board of directors. Any unvested restricted stock units will immediately vest upon Mr. Dunham leaving the board.

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