<SEC-DOCUMENT>0001214659-16-012719.txt : 20160718
<SEC-HEADER>0001214659-16-012719.hdr.sgml : 20160718
<ACCEPTANCE-DATETIME>20160718170015
ACCESSION NUMBER:		0001214659-16-012719
CONFORMED SUBMISSION TYPE:	3
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20160706
FILED AS OF DATE:		20160718
DATE AS OF CHANGE:		20160718

ISSUER:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Professional Diversity Network, Inc.
		CENTRAL INDEX KEY:			0001546296
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
		IRS NUMBER:				800900177
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	BUSINESS ADDRESS:	
		STREET 1:		801 W. ADAMS STREET
		STREET 2:		SUITE 600
		CITY:			CHICAGO
		STATE:			IL
		ZIP:			60607
		BUSINESS PHONE:		312-614-0950

	MAIL ADDRESS:	
		STREET 1:		801 W. ADAMS STREET
		STREET 2:		SUITE 600
		CITY:			CHICAGO
		STATE:			IL
		ZIP:			60607

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Professional Diversity Network, LLC
		DATE OF NAME CHANGE:	20120402

REPORTING-OWNER:	

	OWNER DATA:	
		COMPANY CONFORMED NAME:			Schramm David
		CENTRAL INDEX KEY:			0001407336

	FILING VALUES:
		FORM TYPE:		3
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-35824
		FILM NUMBER:		161771942

	MAIL ADDRESS:	
		STREET 1:		C/O MAXWELL TECHNOLOGIES, INC.
		STREET 2:		9244 BALBOA AVENUE
		CITY:			SAN DIEGO
		STATE:			CA
		ZIP:			92123
</SEC-HEADER>
<DOCUMENT>
<TYPE>3
<SEQUENCE>1
<FILENAME>marketforms-35961.xml
<DESCRIPTION>PRIMARY DOCUMENT
<TEXT>
<XML>
<?xml version="1.0"?>
<ownershipDocument>

    <schemaVersion>X0206</schemaVersion>

    <documentType>3</documentType>

    <periodOfReport>2016-07-06</periodOfReport>

    <noSecuritiesOwned>1</noSecuritiesOwned>

    <issuer>
        <issuerCik>0001546296</issuerCik>
        <issuerName>Professional Diversity Network, Inc.</issuerName>
        <issuerTradingSymbol>IPDN</issuerTradingSymbol>
    </issuer>

    <reportingOwner>
        <reportingOwnerId>
            <rptOwnerCik>0001407336</rptOwnerCik>
            <rptOwnerName>Schramm David</rptOwnerName>
        </reportingOwnerId>
        <reportingOwnerAddress>
            <rptOwnerStreet1>C/O PROFESSIONAL DIVERSITY NETWORK,</rptOwnerStreet1>
            <rptOwnerStreet2>801 W. ADAMS STREET, SUITE 600</rptOwnerStreet2>
            <rptOwnerCity>CHICAGO</rptOwnerCity>
            <rptOwnerState>IL</rptOwnerState>
            <rptOwnerZipCode>60607</rptOwnerZipCode>
            <rptOwnerStateDescription></rptOwnerStateDescription>
        </reportingOwnerAddress>
        <reportingOwnerRelationship>
            <isDirector>true</isDirector>
            <isOfficer>false</isOfficer>
            <isTenPercentOwner>false</isTenPercentOwner>
            <isOther>false</isOther>
            <officerTitle></officerTitle>
            <otherText></otherText>
        </reportingOwnerRelationship>
    </reportingOwner>

    <nonDerivativeTable></nonDerivativeTable>

    <derivativeTable></derivativeTable>

    <footnotes></footnotes>

    <remarks></remarks>

    <ownerSignature>
        <signatureName>/s/ Christopher Wesser, Attorney-in-Fact</signatureName>
        <signatureDate>2016-07-18</signatureDate>
    </ownerSignature>
</ownershipDocument>
</XML>
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-24
<SEQUENCE>2
<FILENAME>poa.htm
<DESCRIPTION>POA DOCUMENT
<TEXT>
<html>
  <body>
    <pre>
                                                                       Exhibit 24
POWER OF ATTORNEY
FOR SEC FILINGS ON FORMS ID, 3, 4, 5 AND 144 IN RESPECT OF SECURITIES OF
PROFESSIONAL DIVERSITY NETWORK, INC.

The undersigned hereby constitutes and appoints each of David Mecklenburger and
Christopher Wesser as his true and lawful attorney-in-fact and agent, with full
power of substitution and resubstitution for him in his name and stead in any
and all capacities, to sign and file for and on his behalf, in respect of any
acquisition, disposition or other change in ownership of any securities of
Professional Diversity Network, Inc. (the "Company"), the following:

(i)   any Form ID to be filed with the Securities and Exchange Commission (the
"SEC");

(ii)   any Initial Statement of Beneficial Ownership of Securities on Form 3 to
be filed with the SEC;

(iii)   any Statement of Changes of Beneficial Ownership of Securities on Form 4
to be filed with the SEC;

(iv)   any Annual Statement of Beneficial Ownership of Securities on Form 5 to
be filed with the SEC;

(v)   any Notice of Proposed Sale of Securities on Form 144 to be filed with the
SEC; and

(vi)   any and all agreements, certificates, receipts or other documents in
connection therewith.

The undersigned hereby gives full power and authority to the attorney-in-fact to
seek and obtain as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any third
party, including brokers, employee benefit plan administrators and trustees, and
the undersigned hereby authorizes any such person to release such information to
the undersigned and approves and ratifies any such release of information. The
undersigned hereby grants unto such attorney-in-fact and agent full power and
authority to do and perform each and every act and thing requisite and necessary
in connection with such matters and hereby ratifies and confirms all that any
such attorney-in-fact and agent or substitute may do or cause to be done by
virtue hereof. The undersigned acknowledges that:

(i)   neither the Company nor such attorney-in-fact assumes (i) any liability
for the undersigned's responsibility to comply with the requirement of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), (ii) any
liability of the undersigned for any failure to comply with such requirements or
(iii) any obligation or liability of the undersigned for profit disgorgement
under Section 16(b) of the Exchange Act; and

(ii)   this Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned's obligations under the
Exchange Act, including without limitation the reporting requirements under
Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until 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,
unless earlier revoked by the undersigned in a signed writing delivered to such
attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney.

Date: July 18, 2016
                                        /s/ David J. Schramm
                                        ------------------------
                                        David J. Schramm

    </pre>
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</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
