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 *

Tsirigakis Prokopios Akis 		2. Issuer Name and Ticker or Trading Symbol

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

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

C/O PHUNWARE, INC., 7800 SHOAL CREEK BLVD, SUITE 230-S 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/26/2018
(Street)

AUSTIN, TX 78757
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

12/28/2018 
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

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   $11.50   12/26/2018     J         1992622   (1)   1/25/2019   12/26/2023   (1) Common Stock   1992622   (1) $0.5   2362251   (3) I   (2) See Footnote   (2)
Warrants to Purchase Common Stock   $11.50   12/26/2018     J      352473   (4)      1/25/2019   12/26/2023   Common Stock   352473   (4) $0.5   2714724   I   (2) See Footnote   (2)

Explanation of Responses:
(1)  The number of derivative securities (and underlying securities) acquired on December 26, 2018 and listed on the Form 4 filed for the Reporting Person on December 28, 2018 was incorrectly listed as 3,985,244 shares and provided an expiration date of 8/23/2021 as a result of a typographical error.
(2)  Prokopios (Akis) Tsirigakis is the sole officer and director Astra Maritime Corp and Dominium Investments Inc. (the "Sponsors") and accordingly is deemed the beneficial owner of the shares held by these organizations and has sole voting and dispositive control over such securities.
(3)  The number of shares underlying the warrants was previously listed on the Form 4 filed for the Reporting Person on December 28, 2018, as 4,354,873 shares as a result of typographical error as explained in item (1) above.
(4)  The Sponsors were transferred 352,473 warrants to purchase common stock by George Syllantavos.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Tsirigakis Prokopios Akis
C/O PHUNWARE, INC.
7800 SHOAL CREEK BLVD, SUITE 230-S
AUSTIN, TX 78757 		X X


Signatures
/s/ Matt Aune, Attorney-in-Fact 2/13/2019
** 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.
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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