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 *

Li Ting		 2. Issuer Name and Ticker or Trading Symbol

Biostage, Inc. [ BSTG ] 		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 BIOSTAGE, INC., 84 OCTOBER HILL ROAD, SUITE 11		 3. Date of Earliest Transaction (MM/DD/YYYY)

6/29/2022
(Street)

HOLLISTON, MA 01746
(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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy) $4.65 6/29/2022  A   6241     (1)6/29/2032 Common Stock, par value $0.01 per share 6241 $0 6241 D  
Stock Option (right to buy) $4.65 6/29/2022  A   5016     (2)6/29/2032 Common Stock, par value $0.01 per share 5016 $0 5016 D  
Explanation of Responses:
(1) This Stock Option represents the annual equity grant to the Reporting Person, as a non-employee director of the Issuer, and will vest in four equal installments on September 29, 2022, December 29, 2022, March 29, 2023 and June 29, 2023.
(2) This Stock Option was granted in lieu of cash compensation otherwise payable to the Reporting Person, as a non-employee director of the Issuer, and will vest in four equal installments on the grant date, June 30, 2022, September 30, 2022 and December 31, 2022.

Remarks:
This form has been signed under power of attorney.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Li Ting
C/O BIOSTAGE, INC.
84 OCTOBER HILL ROAD, SUITE 11
HOLLISTON, MA 01746		X
Signatures
/s/ Chad Porter, by power of attorney7/1/2022
**Signature of Reporting PersonDate
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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