Amended Statement of Ownership (sc 13g/a)
01 April 2020 - 3:58AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
ProtoKinetix, Incorporated
(Name of Issuer)
Common Stock, $0.0000053 par value per share
(Title of Class Securities)
743722100
(CUSIP NUMBER)
(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)
þ
Rule 13d-1(d)
*The
remainder of this cover page shall be filled out for 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).
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1.
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NAMES
OF REPORTING PERSONS
Lachlan
Grant Young
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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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CITIZENSHIP
OR PLACE OF ORGANIZATION
Canada
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE
VOTING POWER
44,771,250
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6.
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SHARED
VOTING POWER
1,125,600
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7.
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SOLE
DISPOSITIVE POWER
44,771,250
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8.
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SHARED
DISPOSITIVE POWER
1,125,600
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
45,896,850
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(see
instructions) ☐
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
14.8%
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12.
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TYPE
OF REPORTING PERSON (see instructions)
IN
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This Amendment No. 4 to Schedule 13G, dated
March 26, 2020 (this “Amendment No. 4”), is being filed by the undersigned to amend the Schedule 13G originally
filed on April 22, 2016 (the “Original 13G”), Amendment No. 1 to Schedule 13G filed on January 5, 2017, Amendment
No. 2 to Schedule 13G filed on January 22, 2018, and Amendment No. 3 to Schedule 13G filed on February 18, 2019. This Amendment
No. 4 relates to the common stock, $0.0000053 par value, of ProtoKinetix, Incorporated (“ProtoKinetix”). This
Amendment No. 4 is being filed by Mr. Young to report an increase in his beneficial ownership of common stock of ProtoKinetix due
to the grant and vesting of options and to correct Amendment No. 3 to include shares held by Mr. Young’s wife. Except as
set forth herein, the Original 13G is unmodified.
Item 1
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(a) Name of Issuer:
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ProtoKinetix, Incorporated
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(b) Address if Principal Executive Offices:
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412 Mulberry Street
Marietta, OH 45750
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Item 2
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(a) Name of Person Filing:
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Lachlan Grant Young
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(b) Address of Principal Business Office:
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6438 Rosebery Ave
West Vancouver, BC V7W 2C6
Canada
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(c) Citizenship:
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Mr.
Young is a citizen of Canada
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(d) Title of Class of Securities
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Common Stock,
$0.0000053 par value per share
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(e) CUSIP Number:
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743722100
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Item 3. If this statement is filed pursuant to §§240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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¨ Broker or dealer registered
under section 15 of the Act (15 U.S.C. 78o).
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(b)
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¨ Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c).
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(c)
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¨ Insurance company as defined
in section 3(a)(19) of the Act (15 U.S.C. 78c).
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(d)
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¨ Investment company registered
under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
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(e)
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¨ An investment adviser in
accordance with §240.13d- 1(b)(1)(ii)(E);
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(f)
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¨ An employee benefit plan
or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
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(g)
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¨ A parent holding company
or control person in accordance with §240.13d-1(b)(1)(ii)(G);
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(h)
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¨ A savings associations as
defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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¨ A church plan that is excluded
from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
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(j)
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¨ Group, in accordance with
§240.13d-1(b)(1)(ii)(J).
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Not applicable.
Item 4. Ownership
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(a)
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Amount beneficially
owned: 45,896,850
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(b)
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Percent of class: 14.8%
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(c)
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Number of shares as
to which the person has:
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(i)
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Sole power to vote or to direct the vote 44,771,2501
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(ii)
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Shared power to vote or to direct the vote 1,125,6002
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(iii)
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Sole power to dispose or to direct the disposition
of 44,771,250
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(iv)
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Shared power to dispose or to direct the disposition
of 1,125,600
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Item 5.
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Ownership of Five Percent or Less of a Class.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Item 7.
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Identification and Classification of
the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.
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Item 8.
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Identification and Classification of Members of the Group.
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Item 9.
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Notice of Dissolution of Group.
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[1]
Includes 10,021,250 shares of common stock held by Mr. Young; vested warrants held by Mr. Young exercisable into 6,000,000 shares
of common stock; and vested options held by Mr. Young exercisable into 28,750,000 shares of common stock in accordance with Rule
13d-1.
[2]
Includes 1,125,600 shares of common stock held by Mr. Young’s wife.
By signing below I certify that,
to the best of my knowledge and belief, the securities referred to above 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.
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.
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Date: March 30, 2020
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By:
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/s/ Lachlan Grant Young
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Lachlan Grant Young
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