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

INITIAL STATEMENT OF 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
OMB APPROVAL
OMB Number: 3235-0104
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
  KOSTUIK JOHN PHILIP MD
 2. Date of Event Requiring Statement (Month/Day/Year)
05/07/2014		 3. Issuer Name and Ticker or Trading Symbol
K2M GROUP HOLDINGS, INC. [KTWO]
(Last)
(First)
(Middle)
C/O K2M GROUP HOLDINGS, INC., 751 MILLER DRIVE SE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Medical Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

LEESBURG, VA 20175		 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 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 394,895
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 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
Series B Redeemable Convertible Preferred Stock   (1)   (1) Common Stock 18,920 $ (1) D  
Stock Option (Right to Buy)   (2) 05/14/2016 Common Stock 89,459 $ 5.73 D  
Stock Option (Right to Buy)   (3) 02/26/2021 Common Stock 82,304 $ 9.26 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KOSTUIK JOHN PHILIP MD
C/O K2M GROUP HOLDINGS, INC.
751 MILLER DRIVE SE
LEESBURG, VA 20175		   X     Chief Medical Officer  

Signatures

/s/ Luke R. Miller by power of attorney 05/07/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Upon the closing of the initial public offering of the issuer's common stock, the issuer's Series B Redeemable Convertible Preferred Stock will automatically convert into shares of the issuer's common stock on a one-for-one basis.
(2) An option which is fully vested.
(3) An option which vests in four equal installments on each anniversary of September 10, 2010. Does not include an additional 82,304 stock options subject to time-based vesting described in the preceding sentence and additional exit-based performance vesting criteria.
 
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.