SEC FORM 4

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

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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^*

SHERBORNE JOHN ELLIOTT JR

(Last)

(First)

(Middle)

1200 17TH STREET, STE 980

(Street)

DENVER

80202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GEOVIC MINING CORP. [ TSX-GMC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO, President

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	08/31/2009		P		82,055⁽¹⁾	D	⁽¹⁾	92,055	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Replacement option to purchase common stock	$0.05	08/31/2009	08/31/2009	J			56,900⁽¹⁾	11/23/2001	11/23/2016	Common Stock	56,900	$0.05	56,900⁽²⁾	D
Replacement option to purchase common stock	$0.08	08/31/2009	08/31/2009	J			66,000⁽¹⁾	11/23/2001	11/23/2016	Common Stock	66,000	$0.08	122,900⁽²⁾	D
Replacement option to purchase common stock	$0.23	08/31/2009	08/31/2009	J			2,780⁽¹⁾	11/23/2001	11/23/2016	Common Stock	2,780	$0.23	125,680⁽²⁾	D
Replacement option to purchase common stock	$0.08	08/31/2009	08/31/2009	J			117,530⁽¹⁾	12/31/2002	12/31/2017	Common Stock	117,530	$0.08	243,210⁽²⁾	D
Replacement option to purchase common stock	$0.23	08/31/2009	08/31/2009	J			15,510⁽¹⁾	12/31/2002	12/31/2017	Common Stock	15,510	$0.23	258,720⁽²⁾	D
Replacement option to purchase common stock	$0.08	08/31/2009	08/31/2009	J			130,016⁽¹⁾	12/31/2003	12/31/2013	Common Stock	130,016	$0.08	388,736⁽²⁾	D
Replacement option to purchase common stock	$0.15	08/31/2009	08/31/2009	J			400,000⁽¹⁾	12/31/2003	12/31/2013	Common Stock	400,000	$0.15	788,736⁽²⁾	D
Replacement option to purchase common stock	$0.08	08/31/2009	08/31/2009	J			50,016⁽¹⁾	12/31/2004	12/31/2014	Common Stock	50,016	$0.08	838,752⁽²⁾	D
Replacement option to purchase common stock	$0.38	08/31/2009	08/31/2009	J			40,000⁽¹⁾	12/31/2004	12/31/2014	Common Stock	40,000	$0.38	878,752⁽²⁾	D
Replacement option to purchase common stock	$1.3	08/31/2009	08/31/2009	J			60,011⁽¹⁾	12/31/2005	12/31/2015	Common Stock	60,011	$1.3	938,763⁽²⁾	D
Replacement option to purchase common stock	$1.08	08/31/2009	08/31/2009	J			16,668⁽¹⁾	08/15/2006	08/15/2016	Common Stock	16,668	$1.08	955,431⁽²⁾	D
Replacement option to purchase common stock	$1.08	08/31/2009	08/31/2009	J			20,000⁽¹⁾	08/15/2006	08/15/2016	Common Stock	20,000	$1.08	975,431⁽²⁾	D
Replacement option to purchase common stock	⁽³⁾	08/31/2009	08/31/2009	J			125,000⁽¹⁾	10/26/2007	10/25/2017	Common Stock	125,000	⁽³⁾	1,100,431⁽²⁾	D
Replacement option to purchase common stock	⁽⁴⁾	08/31/2009	08/31/2009	J			125,000⁽¹⁾	01/03/2008	01/02/2018	Common Stock	125,000	⁽⁴⁾	1,225,431⁽²⁾	D
Replacement option to purchase common stock	⁽⁵⁾	08/31/2009	08/31/2009	J			37,500⁽¹⁾	02/03/2009	02/03/2019	Common Stock	37,500	⁽⁵⁾	1,262,931⁽²⁾	D

Explanation of Responses:

1. Reflects transfer of half of individually owned common stock and common stock purchase options for no additional consideration to former spouse pursuant to a property settlement made in connection with termination of marriage.

2. Reporting Person now holds options to purchase a total of 1,262,931 shares of common stock, of which 1,165,431 are presently exercisable.

3. Option exercise price is Cdn$2.36.

4. Option exercise price is Cdn$1.68.

5. Option exercise price is Cdn$0.65.

	/s/ John E. Sherborne	09/01/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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