Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Sandoval Elisabeth

(Last) (First) (Middle)


(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Intersect ENT, Inc. [ XENT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of 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
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
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 Securities Underlying Derivative Security (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: 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
Stock Options (Right to buy) $20.98 05/13/2022 U(1) 15,896 (1) 04/04/2031 Common Stock 15,896 $28.25(1) 0.00 D
Explanation of Responses:
1. Pursuant to the Merger Agreement, at the Effective Time, each option granted by the Issuer to purchase Issuer Common Stock other than options subject to performance-based vesting conditions (each, an 'Issuer Option') that was outstanding and unexercised as of immediately prior to the Effective Time was cancelled and automatically converted into the right to receive an amount in cash equal to the product of (1) the aggregate number of Issuer Common Stock subject to such Issuer Option and (2) the excess, if any, of the Common Stock Merger Consideration over the exercise price of such Issuer Option, subject to any required withholding of taxes.
/s/ Patrick A. Broderick, as Attorney-in-Fact for Elisabeth Sandoval-Little 05/16/2022
** 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 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).
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 Number.
Know all by these presents, that the undersigned hereby
constitutes and appoints each of
Intersect ENT, Inc. (the
"Company") and MATTHEW B. REMINGTON and KRIS TAMASHIRO of Cooley
LLP, signing individually, the undersigned's true and lawful
attorneys-in-fact and agents to:
        (l)	Prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the Securities and Exchange
Commission (the "SEC'), a Form ID, Uniform Application for Access
Codes to File on EDGAR, including amendments thereto, and any other
documents necessary or appropriate to obtain codes and passwords
enabling the undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities Exchange Act of
1934, as amended (the "Exchange Acf'), or any rule or regulation
        (2)	Prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the SEC Forms 3, 4, and 5
(including amendments thereto and joint filing agreements in
connection therewith) in accordance with Section 16(a) of the Exchange
Act and the rules thereunder in the undersigned's capacity as an
officer, director, or beneficial owner of more than 10% of a
registered class of securities of the Company;
        (3)	Do and perform any and all acts for and on behalf of
the undersigned that may be necessary or desirable to prepare and
execute any such Form 3, 4, or 5 (including amendments thereto and
joint filing agreements in connection therewith) and file such forms
with the SEC and any stock exchange, self-regulatory association or
any similar authority; and
        (4)	Take any other action of any type whatsoever in connection
with the foregoing that, in the opinion of such attorney-in-fact, may
be of benefit to, in the best interest of, or legally required of
the undersigned, it being understood that the documents executed by
the attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such
terms and conditions as the attorney-in-fact may approve in the
attorney-in-fact's discretion.
        The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act and
thing whatsoever requisite, necessary, or proper to be done in the
exercise of any of the rights and powers herein granted, as fully to
all intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or
such attorney-in-fact's substitute or substitutes, shall lawfully
do or cause to be done by virtue of this power of attorney and the
rights and powers herein granted. The undersigned acknowledges that
the foregoing attorneys-in-fact, and their substitutes, in serving
in such capacity at the request of the undersigned, are not
assuming (nor is the Company assuming) any of the undersigned's
responsibilities to comply with Section 16 of the Exchange Act.
        This Power of Attorney shall remain in full force and effect
until the earliest to occur of the following: (a) the undersigned
is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of, and transactions in, securities issued
by the Company, (b) revocation by the undersigned in a signed
writing delivered to the Company and the foregoing attorneys-in
fact, or (c) as to any attorney-in-fact individually, until such
attorney-in-fact is no longer employed by the Company or Cooley
LLP, as applicable.
        IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of the date written below.

/s/ Elisabeth Sandoval Little
Elisabeth Sandoval-Little