Amended Statement of Beneficial Ownership (sc 13d/a)
July 17 2019 - 04:34PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 13)*
PROTOKINETIX,
INCORPORATED
(Name
of Issuer)
Common
Stock, par value $0.0000053 per share
(Title
of Class of Securities)
743722100
(CUSIP
Number)
Clarence
E. Smith
1845 County Road #214
St.
Augustine, Florida 32084
(304) 299-5070
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
July
15, 2019
(Date
of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
*
The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided
in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section
18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes).
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1.
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NAMES
OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Clarence
E. Smith
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see
instructions)
(a) ☐
(b) ☐
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3.
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SEC
USE ONLY
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4.
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SOURCE
OF FUNDS (see instructions)
SC
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5.
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CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) ☐
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6.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7.
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SOLE
VOTING POWER
82,171,716
1
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8.
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SHARED
VOTING POWER
N/A
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9.
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SOLE
DISPOSITIVE POWER
82,171,716
1
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10.
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SHARED
DISPOSITIVE POWER
N/A
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11.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
82,171,716
1
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12.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(see
instructions) ☐
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13.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
28.8%
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14.
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TYPE
OF REPORTING PERSON (see instructions)
IN
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1
Includes 61,353,833 shares of common stock held by Mr. Smith personally; 6,467,883
shares held in Mr. Smith’s trust; 1,850,000 held in Mr. Smith’s retirement
account; and 12,500,000 shares are owned directly by Mr. Smith by virtue of holding options
exercisable in accordance with Rule 13d-1.
This
Amendment No. 13 to Schedule 13D, dated July 15, 2019 (this “
Amendment No. 12
”), is being filed by the undersigned
to amend the Schedule 13D originally filed on March 24, 2014 (the “
Original 13D
”), Amendment No. 1 to the Original
13D filed on July 8, 2015, Amendment No. 2 to the Original 13D filed on May 5, 2016, Amendment No. 3 to the Original 13D filed
on July 11, 2016, Amendment No. 4 to the Original 13D filed on September 19, 2016, Amendment No. 5 to the Original 13D filed
on November 7, 2016, Amendment No. 6 to the Original 13D filed on December 7, 2016, Amendment No. 7 to the Original 13D filed
on December 22, 2016, Amendment No. 8 to the Original 13D filed on December 23, 2016, Amendment No. 9 to Schedule 13D, filed on
January 17, 2018, Amendment No. 10 to Schedule 13D, filed on June 12, 2018, Amendment No. 11 to Schedule 13D, filed on January
17, 2019, and Amendment No. 12 to Schedule 13D, filed on April 16, 2019. This Amendment No. 13 relates to the common stock, $0.0000053
par value, of ProtoKinetix, Incorporated (“
ProtoKinetix
” or the “
Company
”). This Amendment
No. 13 is being filed by Mr. Smith to report a decrease in his beneficial ownership of common stock due to the cancellation of
options held by Mr. Smith of common stock of ProtoKinetix and the grant of new options. Except as set forth herein, the Original
Schedule 13D is unmodified.
ITEM
1. SECURITY AND ISSUER
The
principal executive offices of ProtoKinetix are presently located at 412 Mulberry Street, Marietta, Ohio 45750.
ITEM
2. IDENTITY AND BACKGROUND
(c)
Oil and gas industry entrepreneur. Mr. Smith’s primary occupation is President, Chief Executive Officer and Director of
ProtoKinetix. ProtoKinetix’s principal address is 412 Mulberry Street, Marietta, Ohio 45750.
ITEM
3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
On
July 15, 2019, ProtoKinetix cancelled options to purchase up to 5,000,000 shares of common stock of ProtoKinetix and granted new
options to purchase 10,000,000 shares of common stock at an exercise price of $0.26 per share. The new options expire on July
14, 2024. Twenty-five percent of the shares vest on October 13, 2019, and 25% of the shares vest every three months thereafter.
ITEM
4. PURPOSE OF THE TRANSACTION
No
change.
ITEM
5. INTEREST IN SECURITIES OF THE ISSUER
(a) Mr. Smith beneficially owns 82,171,716 shares of common stock of ProtoKinetix which amounts to approximately 28.8% of the total
number of common shares currently outstanding, of which 61,353,833 are owned directly by Mr. Smith, or held in a brokerage account
for his benefit, 6,467,883 shares are owned indirectly by Mr. Smith through his trust, 1,850,000 are owned indirectly by Mr. Smith
through his retirement account, and 12,500,000 shares are owned directly by Mr. Smith by virtue of holding options exercisable
in accordance with Rule 13d-1.
(b) Mr. Smith has sole voting and dispositive power over 82,171,716 shares of common stock of ProtoKinetix.
(c) Please see Item 3 above for a description of securities transactions.
(d) No other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of,
the shares of common stock described herein, except as described in Item 6, below.
(e) Not applicable.
ITEM
6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO THE SECURITIES OF THE ISSUER.
No
change.
ITEM
7. MATERIAL TO BE FILED AS EXHIBITS
No
change.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true,
complete and correct.
July 16, 2019
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/s/ Clarence E. Smith
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Clarence E. Smith
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