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Filing Details

Accession Number:: 0001144204-14-008814
Form Type:: 5
Zero Holdings:: No
Publication Time:: 2014-02-13 20:59:20
Reporting Period:: 2011-09-30

Filing Date:: 2014-02-13
Accepted Time:: 2014-02-13 20:59:20
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1335103	Protea Biosciences Group Inc.	NONE	Pharmaceutical Preparations (2834)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1529363	Steve Antoline	955 Hartman Run Road Morgantown WV 26507		Yes	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.0001 Per Share (""Common Stock"")	Acquisiton	2011-09-30	73,333	$1.50	1,754,048	No	4	P	Direct
Common Stock	Acquisiton	2011-09-30	73,333	$1.50	1,754,048	No	4	P	Indirect	By Summit Resources, Inc.
Common Stock	Acquisiton	2011-09-30	13,333	$1.50	1,767,381	No	4	P	Direct
Common Stock	Acquisiton	2011-09-30	13,333	$1.50	1,767,381	No	4	P	Indirect	By Summit Resources, Inc.
Common Stock	Acquisiton	2011-12-27	50,000	$2.00	1,817,381	No	4	P	Direct
Common Stock	Acquisiton	2011-12-27	50,000	$2.00	1,817,381	No	4	P	Indirect	By Summit Resources, Inc.
Common Stock	Acquisiton	2013-07-23	200,000	$0.50	2,017,381	No	4	P	Direct
Common Stock	Acquisiton	2013-07-23	200,000	$0.50	2,017,381	No	4	P	Indirect	By Summit Resources, Inc.
Common Stock	Acquisiton	2013-07-23	1,990,684	$0.50	4,008,065	No	4	P	Direct
Common Stock	Acquisiton	2013-07-23	1,990,684	$0.50	4,008,065	No	4	P	Indirect	By Summit Resources, Inc.
Common Stock	Acquisiton	2013-11-01	251,667	$0.50	4,259,732	No	4	P	Direct
Common Stock	Acquisiton	2013-11-01	251,667	$0.50	4,259,732	No	4	P	Indirect	By Summit Resources, Inc.
Common Stock	Acquisiton	2013-12-30	305,500	$0.50	4,565,232	No	4	P	Direct
Common Stock	Acquisiton	2013-12-30	305,500	$0.50	4,565,232	No	4	P	Indirect	By Summit Resources, Inc.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.
No	4	P	Direct
No	4	P	Indirect	By Summit Resources, Inc.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Option	Acquisiton	2010-04-23	100,000	$150,000.00	100,000	$1.50
Common Stock	Warrant	Acquisiton	2011-09-30	36,667	$73,334.00	0	$2.00
Common Stock	Warrant	Acquisiton	2011-09-30	36,667	$73,334.00	0	$2.00
Common Stock	Warrant	Acquisiton	2011-09-30	6,667	$13,334.00	0	$2.00
Common Stock	Warrant	Acquisiton	2011-09-30	6,667	$13,334.00	0	$2.00
Common Stock	Convertible Note	Acquisiton	2011-12-20	1,000,000	$500,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2011-12-20	1,000,000	$500,000.00	0	$0.50
Common Stock	Warrant	Acquisiton	2011-12-27	25,000	$56,250.00	0	$2.25
Common Stock	Warrant	Acquisiton	2011-12-27	25,000	$56,250.00	0	$2.25
Common Stock	Convertible Note	Acquisiton	2012-04-16	200,000	$100,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2012-04-16	200,000	$100,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2012-09-25	250,000	$125,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2012-09-25	250,000	$125,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2012-11-30	300,000	$150,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2012-11-30	300,000	$150,000.00	0	$0.50
Common Stock	Warrant	Acquisiton	2013-03-06	1,100,000	$1,210,000.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-03-06	1,100,000	$1,210,000.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-07-09	150,000	$165,000.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-07-09	150,000	$165,000.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-07-23	1,493,013	$0.00	1,493,013	$1.10
Common Stock	Warrant	Acquisiton	2013-07-23	1,493,013	$0.00	1,493,013	$1.10
Common Stock	Convertible Note	Disposition	2013-07-23	1,990,684	$995,342.00	1,990,684	$0.50
Common Stock	Convertible Note	Disposition	2013-07-23	1,990,684	$995,342.00	1,990,684	$0.50
Common Stock	Warrant	Acquisiton	2013-08-23	1,000,000	$1,100,000.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-08-23	1,000,000	$1,100,000.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-10-07	93,750	$103,125.00	0	$1.10
Common Stock	Warrant	Acquisiton	2013-10-07	93,750	$103,125.00	0	$1.10
Common Stock	Convertible Note	Acquisiton	2013-10-07	250,000	$125,000.00	0	$0.50
Common Stock	Convertible Note	Acquisiton	2013-10-07	250,000	$125,000.00	0	$0.50

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
1,170,000	2010-04-23	2020-04-23	No	4	P	Direct
1,206,667	2011-09-30	2016-09-30	No	4	P	Direct
1,206,667	2011-09-30	2016-09-30	No	4	P	Indirect
1,213,334	2011-09-30	2016-09-30	No	4	P	Direct
1,213,334	2011-09-30	2016-09-30	No	4	P	Indirect
2,213,334	2011-12-20	2013-05-31	No	4	P	Direct
2,213,334	2011-12-20	2013-05-31	No	4	P	Indirect
2,238,334	2011-12-27	2016-12-27	No	4	P	Direct
2,238,334	2011-12-27	2016-12-27	No	4	P	Indirect
2,438,334	2012-04-16	2013-05-31	No	4	P	Direct
2,438,334	2012-04-16	2013-05-31	No	4	P	Indirect
2,688,334	2012-09-25	2013-05-31	No	4	P	Direct
2,688,334	2012-09-25	2013-05-31	No	4	P	Indirect
2,988,334	2012-09-25	2013-05-31	No	4	P	Direct
2,988,334	2012-09-25	2013-05-31	No	4	P	Indirect
4,088,334	2013-03-06	2018-03-06	No	4	P	Direct
4,088,334	2013-03-06	2018-03-06	No	4	P	Indirect
4,238,334	2013-07-09	2018-07-09	No	4	P	Direct
4,238,334	2013-07-09	2018-07-09	No	4	P	Indirect
5,731,347	2013-07-23	2018-07-23	No	4	P	Direct
5,731,347	2013-07-23	2018-07-23	No	4	P	Indirect
3,981,347	2013-07-23	2018-07-23	No	4	C	Direct
3,981,347	2013-07-23	2018-07-23	No	4	C	Indirect
4,981,347	2013-08-23	2018-08-23	No	4	P	Direct
4,981,347	2013-08-23	2018-08-23	No	4	P	Indirect
5,075,097	2013-10-07	2018-10-07	No	4	P	Direct
5,075,097	2013-10-07	2018-10-07	No	4	P	Indirect
5,325,097	2013-10-07	2014-02-07	No	4	P	Direct
5,325,097	2013-10-07	2014-02-07	No	4	P	Indirect

Footnotes

Represents shares and warrants issued to the Reporting Person in connection with the Company's reverse merger transaction.
On December 27, 2011 the Company issued to the Reporting Person 50,000 shares of common stock and warrants to purchase 25,000 shares of common stock.
Represents the shares of Common Stock of the Issuer owned of record by Summit Resources, Inc. Steve Antoline has voting and dispositive control over any securities owned of record by Summit Resources, Inc. and may be deemed to beneficially own the shares of common stock held of record by Summit Resources, Inc.
On January 11, 2013, the Company received an advance equal of $100,000 from the Reporting Person. On July 23, 2013, the Company issued 200,000 shares of common stock at $0.50 per share and a warrant to purchase up to 150,000 shares of common stock with an exercise price of $1.10 per share for the advanced funds.
On December 20, 2011, the Company issued a promissory note to the Reporting Person in principal amount equal to $500,000. On April 16, 2012, the Company issued a promissory note in principal amount equal to $100,000 to the Reporting Person. On September 25, 2012, the Company issued promissory notes in principal amount equal to $125,000 to the Reporting Person. On November 30, 2012, the Company issued a promissory note in principal amount equal to $150,000 to the Reporting Person. At the option of the holder, each $2.00 of outstanding principal and accrued unpaid interest is convertible into one share of common stock. On March 22, 2013, the Company approved adjustment of the conversion price to $0.50 per share. On June 24, 2013, pursuant to the terms and conditions of a Conversion Agreement dated June 18, 2013,the Company issued 1,990,684 shares of common stock to Reporting Person.
On November 1, 2013, the Company issued to Reporting Person approximately 1.26 units (each a "Winter 2013 Unit") consisting of (i) 100,000 shares of common stock, (ii) a 1 year warrant to purchase 100,000 shares of common stock at $0.50 per share and (iii) a 5 year warrant to purchase 50,000 shares of common stock at $0.75 per share in connection with the conversion of $125,833 in outstanding principal and accrued unpaid interest in outstanding bridge notes.
On October 7, 2013, the Company issued a promissory note for $125,000 to the Reporting Person and, entered into a Note and Warrant Purchase Agreement and issued a related five-year warrant to purchase 93,750 shares of the Company's common stock at $1.10 per share. On November 1, 2013 the note converted into approximately 1.26 Winter 2013 Units issued to the Reporting Person in connection with the conversion of $125,833 in outstanding principal and accrued unpaid interest in the note.
On March 6, 2013, the Company entered into that certain Warrant Purchase and Reimbursement Agreement, dated March 6, 2013 with the Reporting Person, pursuant to which Mr. Antoline issued a letter of credit guaranteeing an amount equal to $600,000 due by the Company to MPR Associates, Inc. in exchange for a warrant to purchase up to 1,100,000 shares of the Company's common stock at $1.10 per share. On June 14, 2013 the Company and the Reporting Person entered into an addendum to the Warrant Purchase and Reimbursement Agreement whereby the Company agreed to issue an additional warrant to purchase 250,000 shares of common stock to the Reporting Person in exchange for an extension on repayment. On February 11, 2014 the Company issued the additional warrant.
Pursuant to the Conversion Agreement the Company issued a five-year warrant to purchase 75% of the number of shares into which the notes converted.
On August 23, 2013, pursuant to the terms and conditions of a Note and Warrant Purchase Agreement the Company issued a promissory note in the amount of $600,000 to Summit. In addition, the Company issued warrants to purchase up to 1,000,000 shares of its common stock at $1.10 per share.
Represents shares vested as of February 10, 2014.