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 *
THORNTON JOHN M
  2. Issuer Name and Ticker or Trading Symbol
MITEK SYSTEMS INC [MITK]
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)
8911 BALBOA AVENUE, SUITE B
3. Date of Earliest Transaction (Month/Day/Year)
11/30/2015
(Street)

SAN DIEGO, CA 92123
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
Common Stock 11/30/2015   S   299,165 D $ 5.25 831,419 I By Trust
Common Stock 11/30/2015   S   400 D $ 5.2525 831,019 I By Trust
Common Stock 11/30/2015   S   78,084 D $ 5.255 752,935 I By Trust
Common Stock 11/30/2015   S   2,351 D $ 5.26 750,584 I By Trust
Common Stock 11/30/2015   S   1,000 D $ 5.265 749,584 I By Trust
Common Stock 12/01/2015   S   31,070 D $ 5 718,514 I By Trust
Common Stock 12/01/2015   S   19,700 D $ 5.005 698,814 I By Trust
Common Stock 12/01/2015   S   24,949 D $ 5.01 673,865 I By Trust
Common Stock 12/01/2015   S   11,331 D $ 5.02 662,534 I By Trust
Common Stock 12/01/2015   S   20,350 D $ 5.03 642,184 I By Trust
Common Stock 12/01/2015   S   10,000 D $ 5.035 632,184 I By Trust
Common Stock 12/01/2015   S   20,000 D $ 5.04 612,184 I By Trust
Common Stock 12/01/2015   S   6,640 D $ 5.05 605,544 I By Trust
Common Stock 12/01/2015   S   5,700 D $ 5.06 599,844 I By Trust
Common Stock 12/01/2015   S   1,060 D $ 5.065 598,784 I By Trust
Common Stock 12/01/2015   S   4,100 D $ 5.07 594,684 I By Trust
Common Stock 12/01/2015   S   100 D $ 5.075 594,584 I By Trust
Common Stock 12/01/2015   S   31,168 D $ 5.08 563,416 I By Trust
Common Stock 12/01/2015   S   85,872 D $ 5.1 477,544 I By Trust
Common Stock 12/01/2015   S   1,600 D $ 5.105 475,944 I By Trust
Common Stock 12/01/2015   S   27,868 D $ 5.11 448,076 I By Trust
Common Stock 12/01/2015   S   21,300 D $ 5.115 426,776 I By Trust
Common Stock 12/01/2015   S   11,560 D $ 5.12 415,216 I By Trust
Common Stock 12/01/2015   S   2,932 D $ 5.13 412,284 I By Trust
Common Stock 12/01/2015   S   100 D $ 5.14 412,184 I By Trust
Common Stock 12/01/2015   S   2,200 D $ 5.2 409,984 I By Trust
Common Stock 12/01/2015   S   6,300 D $ 5.21 403,684 I By Trust
Common Stock               101,246 I By Wife
Common Stock               15,000 I By Foundation
Common Stock               171,044 (1) 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
THORNTON JOHN M
8911 BALBOA AVENUE
SUITE B
SAN DIEGO, CA 92123
  X      

Signatures

 /s/ James B. DeBello, by Power of Attorney   12/03/2015
**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) Comprised of 81,044 shares of common stock and 90,000 shares subject to restricted stock units held by the reporting person.

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