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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* ORBIMED ADVISORS LLC (Last) (First) (Middle) 601 LEXINGTON AVENUE 54TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Xtant Medical Holdings, Inc. [ XTNT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/01/2020
	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
Common Stock	10/01/2020		A(1)		46,784,775	A	$1.07(1)	52,702,384	I	See Footnotes(2)(3)
Common Stock	10/01/2020		A(1)		11,969,619	A	$1.07(1)	15,300,688	I	See Footnotes(3)(4)
Common Stock								70,423(5)	I	See Footnotes(2)(3)
Common Stock								70,423(6)	I	See Footnotes(3)(4)

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

1. Name and Address of Reporting Person* ORBIMED ADVISORS LLC (Last) (First) (Middle) 601 LEXINGTON AVENUE 54TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Orbimed ROF II LLC (Last) (First) (Middle) 601 LEXINGTON AVE., 54TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

Explanation of Responses:

1. See Exhibit 99.1

2. These securities are held of record by ROS Acquisition. OrbiMed Advisors LLC ("Advisors"), a registered investment adviser under the Investment Advisors Act of 1940, as amended, is the investment manager of ROS Acquisition. Advisors is also the investment manager of Royalty Opportunities S.a r.l., of which ROS Acquisition is a wholly-owned subsidiary. By virtue of such relationships, Advisors may be deemed to have voting and investment power with respect to the securities held by ROS Acquisition noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by ROS Acquisition.

3. This report on Form 4 is jointly filed by Advisors and OrbiMed ROF II LLC ("ROF II"). Each of Advisors, ROF II, ROS Acquisition and ORO II disclaims beneficial ownership of the securities reported herein for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), except to the extent of its pecuniary interest therein, if any. Advisors has designated certain representatives, including Matthew Rizzo and Michael Eggenberg, both of whom are employees of Advisors, to serve on the Company's board of directors. This report shall not be deemed an admission that any such entity is a beneficial owner of such securities for the purposes of Section 16 of the Exchange Act or for any other purposes.

4. These securities are held of record by ORO II. ROF II is the general partner of ORO II, and Advisors is the managing member of ROF II. By virtue of such relationships, Advisors may be deemed to have voting and investment power with respect to the securities held by ORO II noted above and as a result may be deemed to have beneficial ownership over such securities. Advisors exercises its investment and voting power through a management committee comprised of Carl L. Gordon, Sven H. Borho, and Jonathan T. Silverstein, each of whom disclaims beneficial ownership of the securities held by ORO II.

5. This restricted stock unit award was granted to Michael Eggenberg, a director of the Company who is an employee of Advisors, who was designated by Advisors to sit on the Company's board of directors. Upon vesting of the restricted stock unit award, ownership of the shares underlying the restricted stock unit award will be transferred to ROS Acquisition and ORO II.

6. This restricted stock unit award was granted to Matthew Rizzo, a director of the Company who is an employee of Advisors, who was designated by Advisors to sit on the Company's board of directors. Upon vesting of the restricted stock unit award, ownership of the shares underlying the restricted stock unit award will be transferred to ROS Acquisition and ORO II.

	/s/ Sven H. Borho, Member of OrbiMed Advisors LLC	10/05/2020
	/s/ Sven H. Borho, Member of OrbiMed ROF II LLC	10/05/2020
	/s/ Carl L. Gordon, Member of OrbiMed Advisors LLC	10/05/2020
	/s/ Carl L. Gordon, Member of OrbiMed ROF II LLC	10/05/2020
	/s/ Jonathan T. Silverstein, Member of OrbiMed Advisors LLC	10/05/2020
	/s/ Jonathan T. Silverstein, Member of OrbiMed ROF II LLC	10/05/2020
	** 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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EXHIBIT 99.1

On October 1, 2020 (the Closing Date), Xtant Medical
Holdings, Inc. (the Company) exchanged shares of its
common stock (the Common Stock) for approximately
$40.8 million of the aggregate outstanding principal
amount of the loans (as defined in the Second Amended
and Restated Credit Agreement, dated as of March 29,
2019, by and among the Company, Bacterin International,
Inc., Xtant Medical, Inc., X-spine Systems, Inc., and
OrbiMed Royalty Opportunities II, LP (ORO II) and
ROS Acquisition Offshore LP (ROS Acquisition and
collectively with ORO II, the Lenders) (as amended,
restated and otherwise modified prior to the date
hereof, Second A&R Credit Agreement) outstanding under
the Second A&R Credit Agreement, as well as, without
duplication, approximately $21.1 million of the
outstanding amount of PIK Interest (as defined in the
Second A&R Credit Agreement) (such loans and PIK Interest,
the Exchanging Loans), plus all other accrued and unpaid
interest on the Exchanging Loans outstanding as of the
Closing Date, at an exchange price of $1.07 per share,
representing the average closing price of the Common
Stock over the 10 trading days immediately prior to the
parties entering into that certain Restructuring and
Exchange Agreement, dated as of August 7, 2020 (the
Restructuring Agreement), with the Lenders and resulting
in the issuance of an aggregate of 57,837,045 shares of
Common Stock to the Lenders.  In addition, on the Closing
Date, the Company also entered into an amendment to the
Second A&R Credit Agreement and in connection therewith
the Company issued 917,349 shares of Common Stock to
ROS Acquisition in exchange for a portion of the
prepayment fee payable under the Second A&R Credit
Agreement in respect of the Exchanging Loans.