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 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 *
OKAMOTO MERRICK D
  2. Issuer Name and Ticker or Trading Symbol
Marathon Patent Group, Inc. [MARA]
5. 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
(Last)
(First)
(Middle)
C/O MARATHON PATENT GROUP, INC., 1180 N. TOWNE CENTER DRIVE, SUITE 100
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2020
(Street)

LAS VEGAS, NV 89144
4. If Amendment, Date 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
(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 06/30/2020   C   356,463 (3) A $ 0.91 410,338 D (4)  
Common Stock 09/30/2020   C   357,486 (5) A $ 1.96 767,824 D (4)  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Employee Stock Option (right to buy) $ 0.58 05/04/2020   D     5,000,000   (1) 10/12/2028 Common 5,000,000 $ 0 0 D  
RSUs $ 0 05/04/2020   A     1,819,767   (2) 05/04/2021 Common 1,819,767 $ 0 1,819,767 D  
RSUs $ 0 06/30/2020   D     454,942   (2) 05/04/2021 Common 454,942 $ 0.91 1,364,825 D  
RSUs $ 0 09/30/2020   D     454,942   (2) 05/04/2021 Common 454,942 $ 1.96 909,883 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
OKAMOTO MERRICK D
C/O MARATHON PATENT GROUP, INC.
1180 N. TOWNE CENTER DRIVE, SUITE 100
LAS VEGAS, NV 89144
  X     Chief Executive Officer  

Signatures

 /s/ Merrick Okamoto   10/13/2020
**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) Vesting fifty (50%) percent on the date of grant and twenty-five (25%) percent on each six (6) months anniversary of the date of grant provided awardee is still eligible under the Company's 2018 Equity Incentive Plan subject to acceleration following a change of control. Amount of shares listed is pre-the April 8, 2019 1:4 reverse stock split and equates to 1,250,000 shares post split. These were exchanged on 5/4/20 for an equivalent number of RSUs.
(2) Vesting quarterly in equal amounts of 454,941 per quarter starting June 30, 2020.
(3) 454,942 shares which vested net of 98,479 shares forfeited for tax purposes.
(4) Includes 53,875 shares owned by First State Capital, Inc., of which Mr. Okamoto is the beneficial owner.
(5) 454,942 shares which vested net of 97,456 shares sold for tax purposes.

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