FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

EDELMAN JOSEPH

2. Date of Event Requiring Statement (MM/DD/YYYY)
3/13/2017 

3. Issuer Name and Ticker or Trading Symbol

Kadmon Holdings, Inc. [KDMN]

(Last)        (First)        (Middle)

C/O PERCEPTIVE ADVISORS LLC, 51 ASTOR PLACE, 10TH FLOOR

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

NEW YORK, NY 10003       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

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)
Common Stock   4955474   I   See Footnotes   (1) (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		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
Warrants     (3) 4/13/2018   Common Stock   464571   $4.50   I   See Footnotes   (1) (2)

Explanation of Responses:
( 1)  This Form 3 is being filed by Joseph Edelman. Mr. Edelman is the managing member of Perceptive Advisors, LLC (the "Advisor"). The Advisor serves as the investment manager to Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund"). The Advisor also serves as the investment manager to a managed account (the "Managed Account") that holds securities of the Issuer listed above. Such securities are not listed due to the exemption available under Rule 16a-1(a)(2)(ii)(C) of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
( 2)  This amount reflects the amount of securities held by the Master Fund immediately following the transaction requiring the filing of this statement. In accordance with Instruction 5(b)(iv) of Form 3, the entire amount of the Issuer's securities held by Master Fund is reported herein. Mr. Edelman disclaims, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of his/its indirect pecuniary interest therein, and this report shall not be deemed an admission that Mr. Edelman is the beneficial owner of such securities for purposes of Section 16 or for any other purposes.
( 3)  The warrants listed are held by the Master Fund and are not currently exercisable. As a result, the warrants were not included when calculating Edelman's beneficial ownership of the securities. The Managed Account also holds warrants that are not reported due to the reasons stated in Footnote 1 above.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
EDELMAN JOSEPH
C/O PERCEPTIVE ADVISORS LLC
51 ASTOR PLACE, 10TH FLOOR
NEW YORK, NY 10003
X


Signatures
/s/ Joseph Edelman, managing member of Perceptive Advisors LLC 3/17/2017
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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