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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Climaco John M
2. Date of Event Requiring Statement (Month/Day/Year)
11/07/2019
3. Issuer Name and Ticker or Trading Symbol
CNS Pharmaceuticals, Inc. [CNSP]
(Last)
(First)
(Middle)
C/O CNS PHARMACEUTICALS, INC., 100 WEST LOOP SOUTH, SUITE 900
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HOUSTON, TX 77027
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 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 (1) 900,000
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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
Option to purchase common stock (right to buy)   (2) 06/28/2029 Common Stock 439,500 $ 2 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Climaco John M
C/O CNS PHARMACEUTICALS, INC.
100 WEST LOOP SOUTH, SUITE 900
HOUSTON, TX 77027
  X     Chief Executive Officer  

Signatures

/s/ John M. Climaco 11/08/2019
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The issuer has the right to repurchase from the reporting person, at a purchase price of $0.01 per share, a pro rata portion of 50% of the shares based on the portion of the three-year term remaining in the reporting person's employment term, which was executed on September 1, 2017.
(2) The options set forth in this table vest in four equal annual installments succeeding the issuance date, or June 28, 2019, subject to the grantee's continued service to the Company on each vesting date.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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