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 * GRAZIADIO G LOUIS III 2. Issuer Name and Ticker or Trading Symbol Veritone, Inc. [ VERI ] 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)
149 PALOS VERDES BLVD., SUITE G
3. Date of Earliest Transaction (MM/DD/YYYY)
1/8/2021
(Street)
REDONDO BEACH, CA 90277
(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
Common Stock  1/8/2021    S(1)    982  D $36.4  134283  D   
Common Stock  1/8/2021    S(1)    6333  D $36.4  315166  I  By Graziadio Family Trust (2)
Common Stock  1/8/2021    S(1)    1066  D $36.4  7134  I  By Annuity Trust (3)
Common Stock  1/8/2021    S(1)    166  D $36.4  6434  I  By Ginarra (4)
Common Stock  1/8/2021    S(1)    132  D $36.4  3368  I  By spouse 
Common Stock  1/8/2021    S(1)    166  D $36.4  4534  I  By son 
Common Stock  1/8/2021    S(1)    166  D $36.4  4534  I  By daughter 
Common Stock  1/8/2021    S(1)    545  D $36.4  16091  I  By Ginmarra (5)
Common Stock  1/8/2021    S(1)    258  D $36.4  4517  I  By Gino Trust (6)
Common Stock  1/8/2021    S(1)    258  D $36.4  4517  I  By Marianna Trust (7)
Common Stock  1/8/2021    S(1)    166  D $36.4  2334  I  By Foundation (8)
Common Stock  1/8/2021    S(1)    2135  D $36.4  59271  I  By Boss Holdings, Inc. (9)
Common Stock  1/8/2021    S(1)    596  D $36.4  3693  I  By Western Metals Corporation (10)
Common Stock  1/8/2021    S(1)    1666  D $36.4  13034  I  By Graziadio Dynasty Trust II (11)

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

Explanation of Responses:
(1)  Sale was effected pursuant to a Rule 10b5-1 trading plan established by the holder effective as of August 17, 2020.
(2)  These shares are owned by the Graziadio Family Trust u/d/t 11/13/75 ("GFT"), an irrevocable trust established by Mr. Graziadio for the benefit of his children. Mr. Graziadio is neither a trustee nor a beneficiary of GFT and disclaims beneficial ownership of the shares owned by GFT except to the extent of the pecuniary interest of his children in such shares.
(3)  These shares are owned by the George & Reva Graziadio Charitable Lead Annuity Trust ("Annuity Trust") as to which Mr. Graziadio is the trustee and the children of Mr. Graziadio are remainder beneficiaries. Mr. Graziadio disclaims beneficial ownership of the shares owned by the Annuity Trust except to the extent of the pecuniary interest of his children in such shares.
(4)  These shares are owned by Ginarra Partners, LLC ("Ginarra"), a limited liability company majority owned by GFT and as to which Mr. Graziadio serves as president of the manager. Mr. Graziadio disclaims beneficial ownership of the shares owned by Ginarra except to the extent of the pecuniary interest of his children in such shares.
(5)  These shares are owned by Ginmarra Investors Fund 1 LLC ("Ginmarra"), a limited liability company majority owned by GFT and Ginarra and as to which Mr. Graziadio serves as president of the manager. Mr. Graziadio disclaims ownership of the shares owned by Ginmarra except to the extent of his pecuniary interest in such shares.
(6)  These shares are owned by George & Reva Graziadio Grandchildren Trust II for the benefit of the son of Mr. Graziadio, George L. Graziadio IV ("Gino Trust"). Mr. Graziadio is the trustee of the Gino Trust, but disclaims beneficial ownership of the shares owned by the Gino Trust except to the extent of the pecuniary interest of his son in such shares.
(7)  These shares are owned by George & Reva Graziadio Grandchildren Trust II for the benefit of the daughter of Mr. Graziadio, Marianna Graziadio ("Marianna Trust"). Mr. Graziadio is the trustee of the Marianna Trust, but disclaims beneficial ownership of the shares owned by the Marianna Trust except to the extent of the pecuniary interest of his daughter in such shares.
(8)  These shares are owned by the George and Reva Graziadio Foundation (the "Foundation"), a charitable foundation established by the parents of Mr. Graziadio, as to which Mr. Graziadio has no pecuniary interest. Mr. Graziadio is one of three directors of the Foundation, does not have the right to control disposition of the shares owned by the Foundation and disclaims beneficial ownership of the shares owned by the Foundation as he has no pecuniary interest in such shares.
(9)  These shares are owned by Boss Holdings, Inc. ("Boss Holdings"), a corporation as to which Mr. Graziadio, GFT and Ginarra together are majority shareholders and Mr. Graziadio is chairman and chief executive officer. Mr. Graziadio disclaims beneficial ownership of the shares owned by Boss Holdings except to the extent of his pecuniary interest in such shares.
(10)  These shares are owned by Western Metals Corporation ("Western Metals"), a corporation as to which GFT and Ginarra beneficially own a significant pecuniary interest and Mr. Graziadio is the president. Mr. Graziadio disclaims beneficial ownership of the shares owned by Western Metals except to the extent of his pecuniary interest in such shares.
(11)  These shares are owned by the Graziadio Dynasty Trust II for the benefit of reporting person.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
GRAZIADIO G LOUIS III
149 PALOS VERDES BLVD.
SUITE G
REDONDO BEACH, CA 90277
X



Signatures
/s/Jeffrey B. Coyne, as attorney-in-fact for reporting person 1/12/2021
**Signature of Reporting Person Date