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 *
von Prondzynski Heino
   2. Issuer Name and Ticker or Trading Symbol
Quotient Ltd [QTNT] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O QUOTIENT LIMITED, ELIZABETH HOUSE, 9 CASTLE STREET		 3. Date of Earliest Transaction (Month/Day/Year)
10/31/2016
(Street)

ST HELIER, Y9 JE2 3RT		 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
Ordinary Shares 10/31/2016   M   1,291 A (1) 31,225 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 (1)               (2)   (2) Ordinary Shares 25,000   25,000 D  
Restricted Stock Units (1)               (3)   (3) Ordinary Shares 4,933   4,933 D  
Ordinary Share Option (Right to Buy) $ 11.62               (4) 10/31/2025 Ordinary Shares 4,303   4,303 D  
Restricted Stock Units (1) 10/31/2016   M     1,291   (5)   (5) Ordinary Shares 1,291 $ 0 1,291 D  
Restricted Stock Units (1)               (6)   (6) Ordinary Shares 15,226   15,226 D  
Ordinary Share Option (Right to Buy) $ 5.73 10/31/2016   A   8,726     (7) 10/31/2026 Ordinary Shares 8,726 $ 0 8,726 D  
Restricted Stock Units (1) 10/31/2016   A   5,236     (8)   (8) Ordinary Shares 5,236 $ 0 5,236 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
von Prondzynski Heino
C/O QUOTIENT LIMITED
ELIZABETH HOUSE, 9 CASTLE STREET
ST HELIER, Y9 JE2 3RT		   X      

Signatures

 /s/ Heino von Prondzynski   11/02/2016
**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) Restricted Stock Units convert into ordinary shares on a one-for-one basis.
(2) On September 15, 2014, the reporting person was granted 50,000 restricted stock units, of which 25,000 restricted stock units have vested and been exercised. The remaining 25,000 restricted stock units will vest in two equal annual installments beginning on September 4, 2017.
(3) On September 4, 2015, the reporting person was granted 9,867 restricted stock units, of which 4,934 restricted stock units have vested and been exercised. The remaining 4,933 restricted stock units will vest on September 4, 2017.
(4) 1,434 options vested on October 31, 2016 and remain exercisable, 1,434 options will vest on October 31, 2017, 1,435 options will vest on October 31, 2018.
(5) On October 31, 2015, the reporting person was granted 2,582 restricted stock units, of which 1,291 restricted stock units have vested and been exercised. The remaining 1,291 restricted stock units will vest on October 31, 2017.
(6) On September 4, 2016, the reporting person was granted 15,226 restricted stock units, vesting in two equal installments on September 4, 2017 and September 4, 2018.
(7) The options vest and become exercisable in three equal annual installments beginning October 31, 2017.
(8) On October 31, 2016, the reporting person was granted 5,236 restricted stock units, vesting in two equal installments on October 31, 2017 and October 31, 2018.

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