SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* AUSTIN JOSIAH T (Last) (First) (Middle) 4673 CHRISTOPHER PLACE (Street) DALLAS TX 75204 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Protea Biosciences Group, Inc. [ NONE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 07/29/2013
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/30/2013		P(1)		262,403	A	$0.5	4,048,447	I	As Managing Member of El Coronado Holdings, LLC
Common Stock	06/30/2013		P(1)		262,403	A	$0.5	4,048,447	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant	$1.1	06/30/2013		P		196,802		06/30/2013	(1)	Common Stock	196,802	(1)	3,034,302(3)	I	As Managing Member of El Coronado Holdings, LLC
Warrant	$1.1	06/30/2013		P		196,802		06/30/2013	(1)	Common Stock	196,802	(1)	3,034,302(3)	D(2)
Convertible Note	$0.5	07/29/2013		P		$500,000(4)		07/29/2013	(4)	Common Stock	1,000,000	$500,000	4,409,302(5)	I	As Managing Member of El Coronado Holdings, LLC
Warrant	$1.1	07/29/2013		P		375,000		07/29/2013	(6)	Common Stock	375,000	(6)	4,409,302(5)	I	As Managing Member of El Coronado Holdings, LLC
Convertible Note	$0.5	07/29/2013		P		$500,000(4)		07/29/2013	(4)	Common Stock	1,000,000	$500,000	4,409,302(5)	D(2)
Warrant	$1.1	07/29/2013		P		375,000		07/29/2013	(6)	Common Stock	375,000	(6)	4,409,302(5)	D(2)
Convertible Note	$0.5	09/11/2013		P		$315,000(5)		09/11/2013	(7)	Common Stock	630,000	$315,000	5,275,552(8)	I	As Managing Member of El Coronado Holdings, LLC
Warrant	$1.1	09/11/2013		P		236,250		09/11/2013	(9)	Common Stock	236,250	(9)	5,275,552(8)	I	As Managing Member of El Coronado Holdings, LLC
Convertible Note	$0.5	09/11/2013		P		$315,000(5)		09/11/2013	(7)	Common Stock	630,000	$315,000	5,275,552(8)	D(2)
Warrant	$1.1	09/11/2013		P		236,250		09/11/2013	(9)	Common Stock	236,250	(9)	5,275,552(8)	D(2)

1. Name and Address of Reporting Person* AUSTIN JOSIAH T (Last) (First) (Middle) 4673 CHRISTOPHER PLACE (Street) DALLAS TX 75204 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* El Coronado Holdings, LLC (Last) (First) (Middle) 4673 CHRISTOPHER PLACE (Street) DALLAS TX 75204 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. As of June 30, 2013, Protea Biosciences Group, Inc. (the "Company") entered into a conversion agreement (the "Conversion Agreement") with El Coronado Holdings, LLC (the "Holder") as a related party holder (the "Existing Noteholder") of an existing convertible promissory note with an aggregate principal amount of $125,000 (the "Existing Note") pursuant to which the Company agreed to issue a 5 year warrant (the "Conversion Warrant") to purchase up to 75% of the number of shares of common stock into which the Existing Note is convertible, at an exercise price of $1.10 per share, provided that the conversion of the Existing Note was exercised on or prior to June 30, 2013. In accordance with the terms and conditions of the Conversion Agreement, on June 30, 2013 the Existing Noteholder notified the Company of its desire to convert the Existing Note plus accrued interest into an aggregate of 262,403 shares of Common Stock.

2. Represents the securities of the Company owned of record by El Coronado Holdings, LLC.

3. Represents warrants to purchase up to 3,034,302 shares of Common Stock issued in the name of El Corondado Holdings, LLC.

4. On July 29, 2013 (the "July Issue Date"), the Company issued a Convertible Promissory Note (the "July Note") to El Coronado Holdings, LLC (the "Holder"), in the aggregate principal amount of $500,000 to accrue simple interest at the rate of ten percent (10%) per annum. The July Note is convertible into shares of common stock, par value $0.0001 per share (the "Common Stock"), of the Company at a conversion rate of $.50 per share at any time following the July Issue Date prior to payment in full of the principal balance and all accrued interest. The July Note matures one year from the July Issue Date. Josiah Austin is the managing member of the Holder with voting and investment control over the securities of the Company owned of record by the Holder and therefore deeemed to beneficially own the securities of the Company owned of record by the Holder.

5. Represents warrants to purchase up to 3,409,302 shares of Common Stock and 1,000,000 shares of Common Stock underlying a $500,000 promissory note issued in the name of El Corondado Holdings, LLC.

6. In addition to the July Note, the Holder also received a warrant (the "July Warrant") to purchase 37.5% of the number of shares of Common Stock underlying the July Note, exercisable at an exercise price of $1.10 per share. The Warrant is exercisable anytime after the Issue Date until the earlier of (i) a Qualified Public Offering (as defined in the September Warrant) or (ii) 5:00 p.m. EST on the fifth anniversary of the July Issue Date. Josiah Austin is the managing member of the Holder with voting and investment37500 control over the securities of the Company owned of record by the Holder and therefore deeemed to beneficially own the securities of the Company owned of record by the Holder.

7. On September 11, 2013 (the "September Issue Date"), the Company issued a Convertible Promissory Note (the "September Note") to the Holder, in the aggregate principal amount of $315,000 to accrue simple interest at the rate of ten percent (10%) per annum. The September Note is convertible into shares of the Company's Common Stock at a conversion rate of $.50 per share at any time following the September Issue Date prior to payment in full of the principal balance and all accrued interest. The September Note matures one year from the September Issue Date. Josiah Austin is the managing member of the Holder with voting and investment control over the securities of the Company owned of record by the Holder and therefore deeemed to beneficially own the securities of the Company owned of record by the Holder.

8. Represents warrants to purchase up to 3,645,552 shares of Common Stock and 1,630,000 shares of Common Stock underlying an aggregate of $815,000 in promissory notes issued in the name of El Corondado Holdings, LLC.

9. In addition to the September Note, the Holder also received a warrant (the "September Warrant") to purchase 37.5% of the number of shares of Common Stock underlying the September Note, exercisable at an exercise price of $1.10 per share. The September Warrant is exercisable anytime after the September Issue Date until the earlier of (i) a Qualified Public Offering (as defined in the September Warrant) or (ii) 5:00 p.m. EST on the fifth anniversary of the September Issue Date. Josiah Austin is the managing member of the Holder with voting and investment control over the securities of the Company owned of record by the Holder and therefore deeemed to beneficially own the securities of the Company owned of record by the Holder.

	/s/ Josiah T. Austin, as Managing Member of El Coronado Holdings, LLC	09/16/2013
	/s/ Josiah T. Austin	09/16/2013
	** Signature of Reporting Person	Date
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