SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LAMPE, CONWAY & CO. LLC
(Last) (First) (Middle)
680 FIFTH AVENUE
12TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Vuzix Corp [ VUZI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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. 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
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 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: 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
Convertible Promissory Note $7.48 06/15/2012 J(4) 452,658 12/23/2010 12/23/2014 Common Stock, $ par value 452,658 $0 82,549 I See Footnotes(1)(2)(3)
Convertible Promissory Note $7.5 08/05/2013 J(4) 82,549 12/23/2010 12/23/2014 Common Stock, $ par value 0 $0 0 I See Footnotes(1)(2)(3)
1. Name and Address of Reporting Person*
LAMPE, CONWAY & CO. LLC
(Last) (First) (Middle)
680 FIFTH AVENUE
12TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
CONWAY RICHARD F
(Last) (First) (Middle)
680 FIFTH AVENUE
12TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
LAMPE STEVEN
(Last) (First) (Middle)
680 FIFTH AVENUE, 12TH FLOOR
(Street)
NEW YORK NY 10019
(City) (State) (Zip)
1. Name and Address of Reporting Person*
LC CAPITAL MASTER FUND LTD
(Last) (First) (Middle)
C/O OGIER
89 NEXUS WAY, CAMANA BAY
(Street)
GRAND CAYMAN E9 KY1-9007
(City) (State) (Zip)
Explanation of Responses:
1. These securities are directly held by LC Capital Master Fund, Ltd. Lampe, Conway & Co., LLC., Richard F. Conway and Steven G. Lampe may be deemed to, indirectly, beneficially own the securities directly held by LC Capital Master Fund, Ltd.
2. These securities are held in the account of LC Capital Master Fund, Ltd. (the "Fund") for which Lampe, Conway & Co., LLC ("LCC") serves as an investment manager. Richard F. Conway and Steven G. Lampe are managing members of LCC. LCC, Mr. Conway and Mr. Lampe may be deemed to beneficially own the securities held by the Fund virtue of LCC's position as investment manager of the Fund and Mr. Conway's and Lampe's status as managing members of LCC. The Reporting Persons disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such reporting person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. The Reporting Persons affirmatively disclaim being a "group" for purposes of Section 16.
3. All common share figures reflect a 1 for 75 reverse stock split completed by the issuer on February 6, 2013.
4. The Convertible Promissory Notes were cancelled in accordance with their terms upon payment of the outstanding principal amounts by the Issuer.
Lampe, Conway & Co. LLC, By: /s/ Richard F. Conway, Managing Member 09/12/2013
/s/ Richard F. Conway 09/12/2013
/s/ Steven G. Lampe 09/12/2013
LC Capital Master Fund Ltd., By: /s/ Richard F. Conway, Director 09/12/2013
** 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 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).
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