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 *
GERMAIN MARK
  2. Issuer Name and Ticker or Trading Symbol
ChromaDex Corp. [CDXC.OB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
10005 MUIRLANDS BLVD, SUITE G
3. Date of Earliest Transaction (Month/Day/Year)
12/21/2012
(Street)

IRVINE, CA 92618
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Employee Stock Options (right to buy) $ 1.5 12/21/2012   D(1) V   30,000 12/21/2008(2) 12/21/2017 Common Stock 30,000 $ 0 1,046,700 D  
Employee Stock Options (right to buy) $ 1.5 12/21/2012   D(1) V   250,000 04/21/2009(3) 04/21/2018 Common Stock 250,000 $ 0 796,700 D  
Employee Stock Options (right to buy) $ 1.545 12/21/2012   D(1) V   282,100 05/20/2011(4) 05/20/2020 Common Stock 282,100 $ 0 514,600 D  
Employee Stock Options (right to buy) $ 1.545 12/21/2012   D(1) V   282,100 05/20/2011(5) 05/20/2020 Common Stock 282,100 $ 0 232,500 D  
Employee Stock Options (right to buy) $ 1.545 12/21/2012   D(1) V   67,500 06/20/2010(6) 05/20/2020 Common Stock 67,500 $ 0 165,000 D  
Employee Stock Options (right to buy) $ 1.54 12/21/2012   D(1) V   67,500 06/10/2011(7) 05/10/2021 Common Stock 67,500 $ 0 97,500 D  
Employee Stock Options (right to buy) $ 0.945 12/21/2012   A(8) V 586,024   10/15/2012(9) 09/15/2022 Common Stock 586,024 $ 0 683,524 (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
GERMAIN MARK
10005 MUIRLANDS BLVD
SUITE G
IRVINE, CA 92618
       

Signatures

 /s/ Mark Germain   12/26/2012
**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) These previously awarded options have been terminated in exchange of a new award of options under different terms.
(2) Options vested 1/5th every year for 5 years and have been fully vested as of December 21, 2012.
(3) 1/4th of options vested on April 21, 2009 and 1/48th of options vested monthly thereafter. The options have been fully vested as of April 21, 2012.
(4) Options vest 50% over two years beginning on May 20, 2011.
(5) Options vest 50% over two years beginning on May 20, 2011; provided further that, these options are only exercisable based on the percentage of warrants exercised as of such vesting date that were issued under that certian Subscription Agreement, dated as of April 22, 2010, between the Issuer and the subscribers named therein. Specifically, if 25% to 49.9% of such warrant have been exercised, then 25% of these options are exercisable; if 50% to 74.9% of such warrant have been exercised, then 50% of these options are exercisable; and if 75% or more of such warrants have been exercised, then 100% of these options are exercisable.
(6) Options vested 1/12th every month for 12 months and have been fully vested as of May 20, 2011.
(7) Options vested 1/12th every month for 12 months and have been fully vested as of May 10, 2012.
(8) These new options are awarded by terminating the previously awarded options under different terms.
(9) Options vest 1/12th every month for 12 months and will be fully vested on September 15, 2013.
(10) The total includes 97,500 options under different terms.

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