Filing Details

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 14)*

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)

December 31, 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).

 

 

CUSIP No. 743722100

1.		NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)    Clarence E. Smith
2.		CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a)    ☐ (b)    ☐
3.		SEC USE ONLY
4.		SOURCE OF FUNDS (see instructions)    SC
5.		CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)     ☐
6.		CITIZENSHIP OR PLACE OF ORGANIZATION    United States

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.		SOLE VOTING POWER   91,451,8251
		8.		SHARED VOTING POWER   N/A
		9.		SOLE DISPOSITIVE POWER   91,451,825
		10.		SHARED DISPOSITIVE POWER   N/A

11.		AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON   91,451,825
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)   30.8%
14.		TYPE OF REPORTING PERSON (see instructions)   IN

 

 ¹ Includes 54,899,999 shares of common stock held by Mr. Smith personally; 13,235,160 shares held in Mr. Smith’s trust; 1,850,000 held in Mr. Smith’s retirement account; 21,250,000 shares owned directly by Mr. Smith by virtue of holding options exercisable in accordance with Rule 13d-1; and 216,666 shares owed directly by Mr. Smith by virtue of holding warrants exercisable in accordance with Rule 13d-1.

 

This Amendment No. 14 to Schedule 13D, dated March 31, 2020 (this “Amendment No. 14”), 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 filed on May 5, 2016, Amendment No. 3 filed on July 11, 2016, Amendment No. 4 filed on September 19, 2016, Amendment No. 5 filed on November 7, 2016, Amendment No. 6 filed on December 7, 2016, Amendment No. 7 filed on December 22, 2016, Amendment No. 8 filed on December 23, 2016, Amendment No. 9 filed on January 17, 2018, Amendment No. 10 filed on June 12, 2018, Amendment No. 11 filed on January 17, 2019, Amendment No. 12 filed on April 16, 2019, and Amendment No. 13 filed on July 17, 2019. This Amendment No. 14 relates to the common stock, $0.0000053 par value, of ProtoKinetix, Incorporated (“ProtoKinetix” or the “Company”). This Amendment No. 14 is being filed by Mr. Smith to report an increase in his beneficial ownership of common stock due to the acquisition of additional common stock of ProtoKinetix, acquisition of a warrant for common stock, the grant of new options, and the vesting of 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 December 19, 2019, Mr. Smith acquired 216,666 shares of common stock of ProtoKinetix and a warrant to purchase 216,666 shares of common stock exercisable at $0.12 per share until Deecmber 18, 2022, pursuant to a private placement.

 

Mr. Smith acquired, through the Clarence E. Smith Trust: (i) 21,551 shares of common stock on the open market at $0.10 per share on December 30, 2019; (ii) 42,249 shares of common stock on the open market at $0.11 per share on December 31, 2019; and (iii) 4,200 shares of common stock on the open market at $0.10 per share on January 3, 2020.

 

On March 26, 2020, ProtoKinetix cancelled options issued to Mr. Smith to purchase up to 15,000,000 shares of common stock of ProtoKinetix and granted new options to purchase 10,000,000 shares of common stock at an exercise price of $0.14 per share. The new options expire on March 25, 2026 and are fully vested as of the date of grant.

 

 

 

ITEM 4. PURPOSE OF THE TRANSACTION

 

No change.

 

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

 

(a)             Mr. Smith beneficially owns 91,451,825 shares of common stock of ProtoKinetix which amounts to approximately 30.8% of the total number of common shares currently outstanding, of which 54,899,999 are owned directly by Mr. Smith, or held in a brokerage account for his benefit, 13,235,160 shares are owned indirectly by Mr. Smith through his trusts, 1,850,000 are owned indirectly by Mr. Smith through his retirement account, 21,250,000 shares are owned directly by Mr. Smith by virtue of holding options exercisable in accordance with Rule 13d-1, and 216,666 shares are owned directly by Mr. Smith by virtue of holding warrants exercisable in accordance with Rule 13d-1.

(b)             Mr. Smith has sole voting and dispositive power over 91,451,825 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.

 

March 31, 2020		/s/ Clarence E. Smith
		Clarence E. Smith