UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.  1)*

Procyon Corporation
(Name of Issuer)

Common Stock
(Title of Class of Securities)

742806300
(CUSIP Number)

December 31, 2020
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐Rule 13d-1(b)
☑Rule 13d-1(c)
☐Rule 13d-1(d)
*  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 the disclosures provided in a prior cover page.
The information required in 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).
CUSIP No. 742806300

1
NAME OF REPORTING PERSONS
 
Speer Foundation
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
Not Applicable
(a) ☐
(b) ☑
 
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
Florida
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
-0-
6
SHARED VOTING POWER
 
1,555,000
7
SOLE DISPOSITIVE POWER
 
-0-
8
SHARED DISPOSITIVE POWER
 
1,555,000
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,555,000
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
Not Applicable
☐
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
19.2% (1)
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
OO


(1)
The percent ownership calculated is based upon an aggregate of 8,087,388 shares outstanding as of November 16, 2020.

CUSIP No. 742806300

1
NAME OF REPORTING PERSONS
 
Lynnda L. Speer
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
Not Applicable
(a) ☐
(b) ☑
 
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
-0-
6
SHARED VOTING POWER
 
1,555,000
7
SOLE DISPOSITIVE POWER
 
-0-
8
SHARED DISPOSITIVE POWER
 
1,555,000
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,555,000
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
Not Applicable
☐
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
19.2% (1)
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
IN


(1)
The percent ownership calculated is based upon an aggregate of 8,087,388 shares outstanding as of November 16, 2020.

CUSIP No. 742806300

1
NAME OF REPORTING PERSONS
 
Richard M. Speer
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
 
Not Applicable
(a) ☐
(b) ☑
 
3
SEC USE ONLY
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5
SOLE VOTING POWER
 
-0-
6
SHARED VOTING POWER
 
1,555,000
7
SOLE DISPOSITIVE POWER
 
-0-
8
SHARED DISPOSITIVE POWER
 
1,555,000
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
1,555,000
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
 
Not Applicable
☐
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
19.2% (1)
12
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
 
IN


(1)
The percent ownership calculated is based upon an aggregate of 8,087,388 shares outstanding as of November 16, 2020.
CUSIP No. 742806300

Item 1(a).
Name of Issuer:

Procyon Corporation

Item 1(b).
Address of Issuer’s Principal Executive Offices:

1300 S. Highland Avenue, Clearwater, Florida 33756

Item 2(a).
Name of Person Filing:

Speer Foundation
Lynnda L. Speer
Richard M. Speer

Item 2(b).
Address of Principal Business Office or, if none, Residence:

Speer Foundation
2535 Success Drive
Odessa, Florida 33556

Lynnda L. Speer
2535 Success Drive
Odessa, Florida 33556

Richard M. Speer
2535 Success Drive
Odessa, Florida 33556

Item 2(c).
Citizenship:

Speer Foundation
Not applicable

Lynnda L. Speer
United States

Richard M. Speer
United States

Item 2(d).
Title of Class of Securities:

Common Stock
CUSIP No. 742806300

Item 2(e).
CUSIP Number:

742806300

Item 3.
If this statement is filed pursuant to sections 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a:

N/A

Item 4.
Ownership:

Speer Foundation


(a)
Amount Beneficially Owned:  1,555,000


(b)
Percent of Class:  19.2%


(c)
Number of shares as to which such person has:


(i)        
sole power to vote or to direct the vote:  0


(ii)
shared power to vote or to direct the vote:  1,555,000


(iii)
sole power to dispose or to direct the disposition of:  0


(iv)
shared power to dispose or to direct the disposition of:  1,555,000

Lynnda L. Speer


(a)
Amount Beneficially Owned:  1,555,000


(b)
Percent of Class:  19.2%


(c)
Number of shares as to which such person has:


(i)        
sole power to vote or to direct the vote:  0


(ii)
shared power to vote or to direct the vote:  1,555,000


(iii)
sole power to dispose or to direct the disposition of:  0


(iv)
shared power to dispose or to direct the disposition of:  1,555,000

CUSIP No. 742806300

Richard M. Speer


(a)
Amount Beneficially Owned:  1,555,000


(b)
Percent of Class:  19.2%


(c)
Number of shares as to which such person has:


(i)        
sole power to vote or to direct the vote:  0


(ii)
shared power to vote or to direct the vote:  1,555,000


(iii)
sole power to dispose or to direct the disposition of:  0


(iv)
shared power to dispose or to direct the disposition of:  1,555,000

Item 5.
Ownership of Five Percent or Less of a Class:

N/A

Item 6.
Ownership of More than Five Percent on Behalf of Another Person:

N/A

Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:

N/A

Item 8.
Identification and Classification of Members of the Group:

See Exhibit 1.

Item 9.
Notice of Dissolution of Group:

N/A
CUSIP No. 742806300

Item 10.
Certification:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Exhibits.


1.
Agreement to file Schedule 13G jointly (previously filed as Exhibit 1 to the reporting parties’ Schedule 13G filed May 7, 2020).

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.
Date:  February 26, 2021
SPEER FOUNDATION


By:/s/ Lynnda L. Speer
Name:  Lynnda L. Speer
Title:  Trustee of the Speer Foundation

By:/s/ Richard M. Speer
Name: Richard M. Speer
Title:  Trustee of the Speer Foundation

/s/ Lynnda L. Speer
Lynnda L. Speer

/s/ Richard M. Speer
Richard M. Speer




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