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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Okumus Fund Management Ltd.
  2. Issuer Name and Ticker or Trading Symbol
MIMEDX GROUP, INC. [MDXG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
767 THIRD AVENUE, 35TH FLOOR
3. Date of Earliest Transaction (Month/Day/Year)
01/22/2019
(Street)

NEW YORK, NY 10017
4. If Amendment, Date 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
(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
Common Stock, $.001 par value 01/22/2019   S   460,000 D $ 2.8786 12,065,055 D (1)  
Common Stock, $.001 par value 01/22/2019   S   0 D $ 0 12,065,055 I See Footnote (2)
Common Stock, $.001 par value 01/22/2019   S   0 D $ 0 12,065,055 I See Footnote (2)
Common Stock, $.001 par value 01/23/2019   S   1,531,700 D $ 2.7849 10,533,355 D (1)  
Common Stock, $.001 par value 01/23/2019   S   0 D $ 0 10,533,355 I See Footnote (2)
Common Stock, $.001 par value 01/23/2019   S   0 D $ 0 10,533,355 I See Footnote (2)

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Okumus Fund Management Ltd.
767 THIRD AVENUE
35TH FLOOR
NEW YORK, NY 10017
    X    
Okumus Opportunistic Value Fund Ltd.
CRAIGMUIR CHAMBERS
P.O. BOX 71, ROAD TOWN
TORTOLA, D8 VG 1110
    X    
OKUMUS AHMET H
C/O OKUMUS FUND MANAGEMENT LTD.
767 THIRD AVENUE, 35TH FLOOR
NEW YORK, NY 10017
    X    

Signatures

 Okumus Fund Management Ltd., By: /s/ Ahmet H. Okumus, President   01/24/2019
**Signature of Reporting Person Date

 Okumus Opportunistic Value Fund, Ltd., By: /s/ Ahmet H. Okumus, Director   01/24/2019
**Signature of Reporting Person Date

 /s/ Ahmet H. Okumus   01/24/2019
**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) The reported securities are directly owned by Okumus Opportunistic Value Fund, Ltd.
(2) The reported securities are directly owned by Okumus Opportunistic Value Fund, Ltd., a British Virgin Islands business company managed by Okumus Fund Management Ltd., and may be deemed indirectly beneficially owned by Okumus Fund Management Ltd. as the investment manager of Okumus Opportunistic Value Fund, Ltd. The reported securities may also be deemed indirectly beneficially owned by Ahmet H. Okumus as President of Okumus Fund Management Ltd. and Director of Okumus Opportunistic Value Fund, Ltd. Each of Okumus Fund Management Ltd. and Ahmet H. Okumus disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Persons are the beneficial owners of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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