Form: 3

Initial statement of beneficial ownership of securities

July 23, 2013

SEC Form 3
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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1. Name and Address of Reporting Person*
FW Heat Investors, L.P.
(Last) (First) (Middle)
201 MAIN STREET
SUITE 3100
(Street)
FORT WORTH TX 76102
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
07/23/2013 		3. Issuer Name and Ticker or Trading Symbol
HEAT BIOLOGICS, INC. [ HTBX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of 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
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)
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: 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
Series B-1 Preferred Stock, par value $0.0001 per share 03/25/2013 (2) Common Stock, $0.0002 par value per share 434,936 (1) D
Explanation of Responses:
1. FW Heat Investors, L.P.'s ("Heat Investors") shares of Series B-1 Preferred Stock, par value $0.0001 per share (the "Preferred Shares"), will automatically convert upon the consummation of a qualified initial public offering into 434,936 shares of common stock, par value $0.0002 per share (the "Common Stock"). The voting and disposition of the Preferred Shares are controlled by Heat Investors' general partner, FW Heat GenPar, LLC ("GenPar"). GenPar's voting and disposition is decisions are further controlled by its sole member RMB Holdings, LLC ("Holdings"), Holdings' member Live Oak UAD 3/25/2010 (the "Trust") and the Trusts' trustees, Robert M. Bass and Anne T. Bass. The above conversion amount reflects the reverse stock split effected on May 29, 2013. Each of GenPar, Holdings, the Trust and each of the trustees disclaims his, her or its beneficial ownership except to the extent of his, her or its pecuniary interest.
2. The Preferred Shares will not expire but will be automatically converted upon the consummation of a qualified initial public offering, which is a public offering with aggregate net proceeds to the issuer of at least $15 million.
/s/ Jay H. Hebert, Vice President of FW Heat GenPar, LLC, general partner of FW Heat Investors, L.P. 07/23/2013
** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

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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