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 *
TAYLOR DEAN ROSS JR
  2. Issuer Name and Ticker or Trading Symbol
ABAXIS INC [ABAX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CFO and VP of Finance
(Last)
(First)
(Middle)
C/O ABAXIS, INC., 3240 WHIPPLE ROAD
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2018
(Street)

UNION CITY, CA 94587
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 07/31/2018   D   15,500 D $ 83 (1) 0 D  

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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
Restricted Stock Units $ 0 07/31/2018   D     7,000   (2)   (3) Common Stock 7,000 (2) 0 (2) D  
Restricted Stock Units $ 0 07/31/2018   D     6,300   (2)   (3) Common Stock 6,300 (2) 0 (2) D  
Restricted Stock Units $ 0 07/31/2018   D     7,650   (2)   (3) Common Stock 7,650 (2) 0 (2) D  
Restricted Stock Units $ 0 07/31/2018   D     8,550   (2)   (3) Common Stock 8,550 (2) 0 (2) D  
Restricted Stock Units $ 0 07/31/2018   D     9,000   (2)   (3) Common Stock 9,000 (2) 0 (2) D  
Performance Restricted Stock Units $ 0 07/31/2018   D     4,000   (4)   (3) Common Stock 4,000 (4) 0 (4) D  
Performance Restricted Stock Units $ 0 07/31/2018   D     4,000   (4)   (3) Common Stock 4,000 (4) 0 (4) D  
Performance Restricted Stock Units $ 0 07/31/2018   D     16,000   (4)   (3) Common Stock 16,000 (4) 0 (4) D  
Performance Restricted Stock Units $ 0 07/31/2018   D     16,000   (4)   (3) Common Stock 16,000 (4) 0 (4) D  
Performance Restricted Stock Units $ 0 07/31/2018   D     8,000   (4)   (3) Common Stock 8,000 (4) 0 (4) D  
Performance Restricted Stock Units $ 0 07/31/2018   D     8,000   (4)   (3) Common Stock 8,000 (4) 0 (4) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
TAYLOR DEAN ROSS JR
C/O ABAXIS, INC.
3240 WHIPPLE ROAD
UNION CITY, CA 94587
      CFO and VP of Finance  

Signatures

 /s/ Ross Taylor   08/02/2018
**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) Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated May 15, 2018, by and among Abaxis, Inc., a California corporation (the "Issuer"), Zoetis Inc., a Delaware corporation ("Parent"), and Zeus Merger Sub, Inc., a California corporation and an indirect wholly owned subsidiary of Parent ("Merger Sub"), on July 31, 2018, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Parent. In connection with the Merger, these shares were cancelled and converted into the right to receive $83.00 in cash, without interest, per share, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration").
(2) Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each of these unvested restricted stock units vested automatically in accordance with their existing terms and were cancelled and automatically converted into the right to receive the Merger Consideration in respect of each share of Issuer common stock underlying such awards. Each of these vested restricted stock units converted into the right to receive the Merger Consideration in respect of each share of Issuer common stock underlying such awards.
(3) Not applicable.
(4) Pursuant to the terms of the Merger Agreement, at the Effective Time, each of these unvested performance restricted stock units vested automatically in accordance with their existing terms and were cancelled and automatically converted into the right to receive the Merger Consideration in respect of each share of Issuer common stock underlying such awards. Each of these vested performance restricted stock units converted into the right to receive the Merger Consideration in respect of each share of Issuer common stock underlying such awards.

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