Ownership Submission
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, 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 *
  Go Jonathan
 2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2019		 3. Issuer Name and Ticker or Trading Symbol
ICAD INC [icad]
(Last)
(First)
(Middle)
C/O ICAD, INC., 98 SPIT BROOK ROAD, SUITE 100		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Technology Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NASHUA, NH 03062		 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, $0.01 par value 119,270 (1)
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
Stock Options   (2) 03/29/2021 Common Stock, $0.01 par value 20,000 $ 5.75 D  
Stock Options   (2) 11/10/2021 Common Stock, $0.01 par value 30,000 $ 3.15 D  
Stock Options   (2) 02/07/2022 Common Stock, $0.01 par value 20,000 $ 2.9 D  
Stock Options   (2) 09/25/2022 Common Stock, $0.01 par value 45,000 $ 2.27 D  
Stock Options   (2) 06/19/2024 Common Stock, $0.01 par value 10,000 $ 6.68 D  
Stock Options   (2) 02/05/2025 Common Stock, $0.01 par value 12,500 $ 9 D  
Stock Options   (3) 01/15/2029 Common Stock, $0.01 par value 25,000 $ 4.37 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Go Jonathan
C/O ICAD, INC.
98 SPIT BROOK ROAD, SUITE 100
NASHUA, NH 03062		       Chief Technology Officer  

Signatures

/s/Annette Heroux, Attorney-in-Fact 01/17/2019
**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) Includes (i) 16,667 shares vested under a Restricted Stock Award of 25,000 shares granted on August 15, 2016 and (ii) 10,000 shares under a Restricted Stock Award of 30,000 shares granted on September 18, 2017. Does not include 28,333 shares that remain subject to vesting.
(2) Currently exercisable in full.
(3) Vesting in three equal installments on January 15, 2020, January 15, 2021 and January 15, 2022.

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