FORM 4
[X] 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 *

Schultz Jonathan B.
2. Issuer Name and Ticker or Trading Symbol

INTERMOLECULAR INC [ IMI ]
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)

C/O INTERMOLECULCAR, INC., 3011 N. FIRST STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

9/20/2019
(Street)

SAN JOSE, CA 95134
(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

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
Stock Option  $1.39  9/20/2019    U (1)       75000    (2)  (2) Common Stock  75000   (3) 0  D   

Explanation of Responses:
(1)  On September 20, 2019, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 6, 2019, by and among EMD Group Holding II, Inc. ("Parent"), EMD Performance Materials Semiconductor Services Corp. ("Merger Sub") and Intermolecular, Inc. (the "Company"), Merger Sub merged with and into the Company, each issued and outstanding share of common stock, par value $0.001 per share, of the Company (collectively, the "Company Shares," and each such share, a "Company Share") (other than Canceled Company Shares and Dissenting Company Shares) was thereupon canceled and converted into the right to receive $1.20 in cash (the "Merger Consideration"), with the Company surviving the merger as a wholly owned subsidiary of Parent (the "Merger").
(2)  The options are fully vested due to vesting acceleration approved by the board in connection with the Merger.
(3)  Pursuant to the Merger Agreement, (i) each stock option of the Company ("Company Option") held by the Reporting Person that remained outstanding as of immediately prior to the effective time of the merger (the "Effective Time") was accelerated, (ii) each Company Option that remained outstanding as of immediately prior to the Effective Time was canceled and terminated as of the Effective Time and (iii) the Reporting Person of such Company Option became entitled to receive an amount in cash (without interest) equal to the product obtained by multiplying (x) the aggregate number of company Shares underlying such Company Option immediately prior to the Effective Time by (y) the amount, if any, by which the Merger Consideration exceeded the per share exercise price of such Company Option.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Schultz Jonathan B.
C/O INTERMOLECULCAR, INC.
3011 N. FIRST STREET
SAN JOSE, CA 95134
X



Signatures
/s/ Jonathan B. Schultz 9/20/2019
**Signature of Reporting Person Date


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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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