Amended Statement of Beneficial Ownership (sc 13d/a)
November 12 2019 - 07:34AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
SCHEDULE 13D
Under the Securities Exchange Act of 1934
PureBase
Corporation
(Name of Issuer)
Common Stock with a
par value of $0.001
(Title of Class
of Securities)
245497102
(CUSIP
Number)
Kevin Wright
1 Yonge Street, Suite 1801
Toronto ON M5E 1W7
TEL: (416) 809-7521
With a copy to:
Randall J. Lanham, Esq.
28562 Oso Parkway, Unit D
Rancho Santa Margarita, CA 92688
TEL; 949-933-1964
(Name, Address and Telephone Number of
Person Authorized to Receive Notices and Communications)
November 8, 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 [ ].
Note: Schedules filed in paper format shall
include a signed original and five copies of the schedule,
including all exhibits. See 240.13d -7(b) for other parties to whom
copies are to be sent.
*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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SCHEDULE 13D
1
|
NAMES OF REPORTING
PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Kevin Wright |
2
|
CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ] |
3 |
SEC USE ONLY
|
4
|
SOURCE OF FUNDS (See
Instructions)
PF |
5
|
CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E)
[ ] |
6
|
CITIZENSHIP OR PLACE OF
ORGANIZATION
Canadian |
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
4,500,000 shares |
8
|
SHARED VOTING POWER
n/a |
9
|
SOLE DISPOSITIVE POWER
4,500,000 shares |
10
|
SHARED DISPOSITIVE POWER
n/a |
11
|
AGGREGATE AMOUNT
BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,582,800 shares |
12
|
CHECK BOX IF THE AGGREGATE
AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions)
[ ] |
13
|
PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11)
2.2% based on 202,360,657shares of common stock issued and
outstanding as of October 28, 2019 |
14
|
TYPE OF REPORTING PERSON
(See Instructions)
IN |
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Item 1. |
Security and Issuer |
This statement constitutes Amendment No. 1 to
the schedule 13d October 29, 2015. Except as specifically set forth
herein, the Schedule 13d remains unmodified. This Statement relates
to common shares with a par value of $0.001 of PureBase Corp. (the
"Issuer"). The principal executive offices of the Issuer are
located at 8625 State Hwy. 124, Ione, CA 95640.
On October 24 and October 28, 2019, Mr. Wright
sold an aggregate of 8,082,800 common shares in three (3) private
transactions.
Item 5. |
Interest in Securities of the
Issuer |
(a) |
As of October 28, 2019, the aggregate number and
percentage of common shares of the Issuer beneficially owned by Mr.
Wright are 4,500,000 common shares, or approximately less than 2.2%
of the Issuer, on a fully diluted basis.
|
|
|
(b) |
Mr. Wright has the sole power to vote or direct
the vote, and to dispose or direct the disposition, of 4,500,000
shares of common stock of the Issuer.
|
|
|
(c) |
Mr. Wright sold an aggregate of 8,082,800 common
shares in three (3) private transactions. Transaction 1, on October
24, 2019, three million (3,000,000) common shares for a total
purchase price of four hundred eighty thousand ($480,000) US
dollars, calculated at a $0.16 per share price, which is the
three-month volume-weighted average price of trading as of the
close on September 25, 2019. Transaction 2, on October 25, 2019,
three million (3,000,000) common shares for a total purchase price
of four hundred eighty thousand ($480,000) US dollars, calculated
at a $0.16 per share price. Transaction 3, on October 28, 2019
two-million eighty two thousand eight hundred (2,082,800) common
shares for a total purchase price of three hundred thirty three
thousand two hundred forty eight ($333,248) US dollars calculated
at a $0.16 per share price. Other than as set forth above, Mr.
Wright has not effected any transaction in the shares of common
stock of the Issuer in the past sixty days.
|
|
|
(d) |
N/A
|
|
|
(e) |
The Reporting Person ceased to be the holder of
5% of more of the common stock effective with the sales of October
24 through to October 28, 2019.
|
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.
November
8, 2019 |
|
Dated |
|
|
|
‘Kevin
Wright’ |
|
Signature |
|
|
|
Kevin
Wright |
|
Name/Title |
|
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