SEC FORM 3 SEC Form 3
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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1. Name and Address of Reporting Person*
Bandy Barton P.

(Last) (First) (Middle)
1001 CALLE AMANECER

(Street)
SAN CLEMENTE CA 92673

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2019
3. Issuer Name and Ticker or Trading Symbol
ReShape Lifesciences Inc. [ RSLS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
5. If Amendment, Date of 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
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, $0.01 par value per share 0 D
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: 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
Explanation of Responses:
/s/ Scott P. Youngstrom, attorney-in-fact 04/10/2019
** Signature of Reporting Person Date
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 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).
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 Number.
POWER OF ATTORNEY
BARTON P. BANDY

With respect to holdings of and transactions in 
securities issued by ReShape Lifesciences Inc. 
(the Company), the undersigned hereby constitutes 
and appoints the officers of the Company listed on 
Schedule A attached hereto and as may be amended 
from time to time, or any of them signing singly, 
with full power of substitution and resubstitution, 
to act as the undersigned's true and lawful 
attorney-in-fact to:

1.      prepare, execute in the undersigned's name 
and on the undersigned's behalf, and submit to the 
United States Securities and Exchange Commission 
(the SEC) a Form ID, including amendments thereto, 
and any other documents necessary or appropriate to 
obtain and/or regenerate codes and passwords enabling 
the undersigned to make electronic filings with the 
SEC of reports required by Section 16(a) of the 
Securities Exchange Act of 1934, as amended, Rule 144 
under the Securities Act of 1933, as amended, or any 
rule or regulation of the SEC;

2.	execute for and on behalf of the undersigned, 
Forms 3, 4, and 5 in accordance with Section 16 of 
the Securities Exchange Act of 1934, as amended, or 
any Form 144 in accordance with Rule 144 under the 
Securities Act of 1933, as amended, and the rules 
and
 regulations thereunder;

3. 	do and perform any and all acts for and on
behalf of the undersigned which may be necessary
or desirable to complete and execute any such 
Form 3, 4, or 5 or Form 144 or complete and execute 
any amendment or amendments thereto, and timely file 
such forms with the SEC and any stock exchange or 
similar authority; and 

4. 	take any other action of any type whatsoever 
in connection with the foregoing which, in the opinion 
of such attorney-in-fact, may be of benefit to, in the 
best interest of, or legally required by, the 
undersigned, it being understood that the documents 
executed by such attorney-in-fact on behalf of the 
undersigned pursuant to this Power of Attorney shall 
be in such form and shall contain such terms and 
conditions as such attorney-in-fact may approve in the 
discretion of such attorney-in-fact.

The undersigned hereby grants to each such attorney-
in-fact full power and authority to do and perform 
any and every act and thing whatsoever requisite, 
necessary, or proper to be done in the exercise of 
any of the rights and powers herein granted, as fully 
to all intents and purposes as the undersigned might 
or could do if personally present, with full power of 
substitution and resubstitution or revocation, hereby 
ratifying and confirming all that such attorney-in-
fact, or such attorney-in-facts substitute or 
substitutes, shall lawfully do or cause to be done 
by virtue of this Power of Attorney and the rights 
and powers herein granted.

The undersigned hereby acknowledges that the attorneys-
in-fact, in serving in such capacity at the request 
of the undersigned, are not assuming, nor is the 
Company assuming, any of the undersigned's 
responsibilities to comply with Section 16 of the 
Securities Exchange Act of 1934, as amended, or Rule 
144 of the Securities Act of 1933, as amended, and 
any similar law, rule or regulation.

This Power of Attorney shall remain in full force 
and effect until the undersigned is no longer 
required to file Forms 3, 4, and 5 and Forms 144 
with respect to the undersigned's holdings of and 
transactions in securities issued by the Company, 
unless earlier revoked by the undersigned in a signed 
writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused
this Power of Attorney to be executed as of this 
1st day of April, 2019. 

/s/ Barton P. Bandy
Barton P. Bandy


Schedule A

Individuals Appointed as Attorney-in-Fact with 
Full Power of Substitution and Resubstitution

1.  Scott P. Youngstrom, Chief Financial Officer
and Secretary