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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Gold Mark Stephen
 2. Date of Event Requiring Statement (Month/Day/Year)
02/28/2013		 3. Issuer Name and Ticker or Trading Symbol
AxoGen, Inc. [AXGN]
(Last)
(First)
(Middle)
13859 PROGRESS BOULEVARD, SUITE 100		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
10/11/2011
(Street)

ALACHUA, FL 32615		 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)

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 Option (right to buy) 07/25/2008(1) 07/25/2017 Common Stock 3,727 $ 0.27 (2) (3) D  
Employee Stock Option (right to buy) 02/24/2012(4) 02/24/2021 Common Stock 15,019 (5) $ 0.27 D  
Stock Option (right to buy) 09/29/2012(4) 09/29/2021 Common Stock 869 $ 1.07 (2) (3) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gold Mark Stephen
13859 PROGRESS BOULEVARD
SUITE 100
ALACHUA, FL 32615		   X      

Signatures

/s/ Dr. Mark S. Gold 02/28/2013
**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) All of these options have vested.
(2) Amended to correct mistake in option exercise price after appropriate application of conversion ratio as explained in footnotes.
(3) Pursuant to an Agreement and Plan of Merger, dated as of May 31, 2011, by and among LecTec Corporation ("LecTec"), Nerve Merger Sub Corp., a subsidiary of LecTec ("Merger Sub"), and AxoGen Corporation ("AC"), which the parties amended on June 30, 2011 and August 9, 2011 (as amended, the "Merger Agreement"), Merger Sub merged with and into AC, with AC continuing after the merger as the surviving corporation and a wholly owned subsidiary of LecTec (the "Merger"). The Merger was completed on September 30, 2011, and LecTec was renamed AxoGen, Inc. ("AxoGen"). In connection with the Merger, each share of AC common stock converted into 0.03727336 share of LecTec common stock at the effective time of the Merger. In connection with the Merger, each option to purchase shares of AC common stock was converted tor an option to purchase 0.03727336 of a share of AxoGen common stock.
(4) These options vest annually over three years beginning with the Exercisable Date reported herein.
(5) Corrected to remove Stock Options to purchase 5,964, 4,864 and 4,210 shares at $.25, $.25 and $1.00 per share, respectively, and provide correct Stock Option.

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