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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Major Eric D
 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)
President & CEO
 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 448,554
I
By limited liability company
Common Stock 94,338
I
By Lewis Parker Family Trust
Common Stock 53,110
I
By Lewis E.S. Parker 2008 Irrevocable Dynast Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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
Stock Option (Right to Buy)   (1) 05/14/2016 Common Stock 144,289 $ 5.73 D  
Stock Option (Right to Buy)   (2) 02/26/2021 Common Stock 123,456 $ 9.26 D  
Restricted Stock Units   (3)   (3) Common Stock 123,456 $ (3) D  
Series B Redeemable Convertible Preferred Stock   (4)   (4) Common Stock 43,204 $ (4) I By limited liability company

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Major Eric D
C/O K2M GROUP HOLDINGS, INC.
751 MILLER DRIVE SE
LEESBURG, VA 20175		   X     President & CEO  

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) An option which is fully vested.
(2) An option which vests in four equal installments on each anniversary of September 10, 2010. Does not include an additional 123,456 stock options subject to time-based vesting described in the preceding sentence and additional exit-based performance vesting criteria.
(3) Restricted Stock Units which will vest in two equal installments on May 1, 2015 and May 1, 2016. Each restricted stock unit can be settled in shares of common stock, cash or a combination of common stock and cash as determined by the issuer's board of directors in its sole discretion.
(4) 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.
 
Remarks:
The reporting person disclaims beneficial ownership of the securities reported herein as indirectly beneficially owned, except to the extent of his pecuniary interest therein.  Exhibit List: Exhibit 24 - Power of Attorney.

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