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 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 *
GUBER PETER
  2. Issuer Name and Ticker or Trading Symbol
Digital Turbine, Inc. [APPS]
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)
1300 GUADALUPE STREET, SUITE 302
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2015
(Street)

AUSTIN, TX 78701
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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
Common Stock 04/27/2015   X   666,667 A $ 1.25 3,999,810 I See footnote 2.
Common Stock 04/27/2015   S(1)   214,432 D $ 3.886 3,785,378 (2) I See footnote 2.

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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
Common Stock Warrant (right to buy) $ 1.25 04/27/2015   X     666,667 06/21/2010 06/21/2015 Common Stock 666,667 $ 0 0 I (3) See footnote 3.
Common Stock Warrant (right to buy) $ 3.50             04/12/2014 04/12/2018 Common Stock 35,714   35,714 I (3) See footnote 3.
Employee stock options (right to buy) $ 13.75             06/18/2008 06/18/2018 Common Stock 100,000   100,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GUBER PETER
1300 GUADALUPE STREET
SUITE 302
AUSTIN, TX 78701
  X      
GUBER FAMILY TRUST
1300 GUADALUPE STREET
SUITE 302
AUSTIN, TX 78701
  X      

Signatures

 /s/ Peter Guber   04/28/2015
**Signature of Reporting Person Date

 /s/ Peter Guber, Trustee of the Guber Family Trust   04/28/2015
**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) In his capacity as a trustee of the Guber Family Trust (the "Trust"), Peter Guber exercised a warrant to purchase 666,667 shares of Issuer's common stock at a purchase price of $1.25 per share and paid the exercise price on a cashless basis. Issuer withheld 214,432 warrant shares to pay the exercise price and issued the remaining 452,235 shares to the Trust. Issuer also paid $2.41 to the Trust in lieu of a fractional share.
(2) Beneficial ownership: 212,800 shares are held by Peter Guber and 3,572,678 shares are held by the Trust of which Mr. Guber is a trustee. Mr. Guber disclaims beneficial ownership of shares held by the Trust except to the extent of his pecuniary interest therein.
(3) Warrants owned by the Trust.

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