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 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 *
  MORRIS JESSICA EDGAR
2. Date of Event Requiring Statement (Month/Day/Year)
01/04/2017
3. Issuer Name and Ticker or Trading Symbol
Tonix Pharmaceuticals Holding Corp. [TNXP]
(Last)
(First)
(Middle)
509 MADISON AVE. - SUITE 306
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10022
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)
Common Stock, $0.001 par value per share 1,338
D
 

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
Stock Option (1) 02/11/2015 02/11/2024 Common Stock 600 $ 158.8 D  
Stock Option (2) 06/17/2015 06/17/2024 Common Stock 1,100 $ 98.7 D  
Stock Option (3) 10/29/2015 10/29/2024 Common Stock 1,100 $ 66.8 D  
Stock Option (4) 02/25/2016 02/25/2025 Common Stock 1,400 $ 59.5 D  
Stock Option (5) 02/09/2017 02/09/2026 Common Stock 3,000 $ 50.3 D  
Stock Option (6)   (6) 02/09/2026 Common Stock 3,000 $ 50.3 D  
Stock Option (7) 03/01/2018 03/01/2017 Common Stock 9,000 $ 5.5 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MORRIS JESSICA EDGAR
509 MADISON AVE. - SUITE 306
NEW YORK, NY 10022
      Chief Operating Officer  

Signatures

/s/ Jessica Edgar Morris 01/12/2017
**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 option was granted on February 11, 2014 pursuant to the Issuer's 2012 Incentive Stock Option Plan. The option vests 1/3rd on the first anniversary of issuance and 1/36th each month thereafter for 24 months.
(2) The option was granted on June 17, 2014 pursuant to the Issuer's 2014 Stock Incentive Plan (the "Plan"). The option vests 1/3rd on the first anniversary of issuance and 1/36th each month thereafter for 24 months.
(3) The option was granted on October 29, 2014 pursuant to the Plan. The option vests 1/3rd on the first anniversary of issuance and 1/36th each month thereafter for 24 months.
(4) The option was granted on February 25, 2015 pursuant to the Plan. The option vests 1/3rd on the first anniversary of issuance and 1/36th each month thereafter for 24 months.
(5) The option was granted on February 9, 2016 pursuant to the Plan. The option vests 1/3rd on the first anniversary of issuance and 1/36th each month thereafter for 24 months.
(6) The option was granted on February 9, 2016 pursuant to the Plan. The option vests 1/3rd upon each of the dates that the stock price of the Issuer's common stock has an average closing sales price equal to or exceeding $6.00, $7.00 and $8.00 per share for 20 consecutive trading days.
(7) The option was granted on March 1, 2017 pursuant to the Issuer's 2016 Stock Incentive Plan. The option vests 1/3rd on the first anniversary of issuance and 1/36th each month thereafter for 24 months.

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