Ownership Submission

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

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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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

CROXALL DOUGLAS B

2. Issuer Name and Ticker or Trading Symbol
Crown Electrokinetics Corp. [CRKN]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief Executive Officer

(Last)

(First)

(Middle)

C/O CROWN ELECTROKINETICS CORP., 11601 WILSHIRE BLVD., SUITE 2240

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2021

(Street)

LOS ANGELES, CA 90025

4. If Amendment, Date Original Filed(Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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
Restricted Stock Award ⁽¹⁾	09/29/2021		A		238,095	A	$ 0	238,095	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Unit ⁽²⁾

⁽⁴⁾

09/29/2021

1,061,905

⁽³⁾

⁽⁴⁾

Common Stock

1,061,905

⁽⁴⁾

1,061,905

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
CROXALL DOUGLAS B C/O CROWN ELECTROKINETICS CORP. 11601 WILSHIRE BLVD., SUITE 2240 LOS ANGELES, CA 90025	X	X	Chief Executive Officer

Signatures

/s/ Douglas B. Croxall		12/17/2021
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Issued as reimbursement for certain fees and expenses previously advanced to third parties by the Reporting Person.
(2)	Awarded in connection with the listing of the Issuer's common stock on The Nasdaq Stock Market pursuant to the Issuer's 2020 Employee Incentive Plan in satisfaction of the Reporting Person's entitlement to such award as set forth in the Reporting Person's employment agreement with the Issuer. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock. Certain of these restricted stock units were issued as reimbursement for securities previously held by the Reporting Person that were cancelled by the Issuer.
(3)	The restricted stock units vest on January 26, 2022, subject to the Reporting Person remaining in continuous service with the Issuer through such date. In the event of a change in control of the Issuer, all then-unvested restricted stock units will vest as of the date of such change in control; if the Reporting Person terminates service with the Issuer as a result of his death, disability or a termination by the Issuer without cause, 100% of the unvested restricted stock units will vest as of the date of such termination. Share of unrestricted Common Stock of the Issuer will be issued with respect to vested restricted stock units on the earliest to occur of (1) January 26, 2022; (2) the Reporting Person's separation from service; (3) a change in control; or (4) the Reporting Person's death.
(4)	Not applicable.

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