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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Eos Petro, Inc. [ EOPT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/31/2013 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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(1) | 12/31/2013 | C | 50,000 | A | (2) | 200,000 | I | By Quantum Advisors, LLC |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Options to acquire common stock(2)(3) | (2) | 12/31/2013 | C | 50,000 | (2) | (2) | Common Stock | 50,000 | (2) | 0 | I | By Quantum Advisors, LLC |
Explanation of Responses: |
1. On July 1, 2012, Quantum Advisors, LLC ("Quantum"), of which John Mitola is the managing member, entered into a Services Agreement (the "Agreement") with a wholly-owned subsidiary of Eos Petro, Inc. ("Eos"), in order to provide consulting services to Eos and its subsidiaries. Pursuant to the Agreement, Quantum was granted an option to acquire 200,000 shares of common stock of Eos (the "Option"). |
2. None of the shares in the Option have an exercise price or expiration date. Instead, 50,000 shares in the Option vest and automatically convert into shares of common stock of Eos on each of the following dates, so long as the Agreement is still in effect on each such date: (i) July 1, 2012; (ii) December 31, 2012; (iii) July 1, 2013; and (iv) December 31, 2013. If the Agreement is terminated, any part of the Option that has not yet vested by the date of termination will expire. As of December 31, 2013, the Agreement is still in full force and effect, and Quantum has acquired all 200,000 shares of common stock that have vested and automatically converted from the Option through December 31, 2013. |
3. When first issued, the Option was to acquire 200,000 shares of common stock of Eos Global Petro, Inc., a wholly-owned subsidiary of Eos (the "Subsidiary"). The Option was converted into an option to acquire 200,000 shares of Series B Preferred Stock of Eos on October 12, 2012 in connection with the merger of Eos and the Subsidiary. The Option was again converted on May 20, 2013 into an option to acquire 200,000 shares of common stock of Eos (the "Option" described in footnote one above) after Eos filed an amendment to its articles of incorporation which triggered the automatic conversion of all shares of Eos' Series B Preferred Stock into shares of common stock. Any shares of common stock of the Subsidiary, as well as any shares of Series B Preferred Stock of Eos, that were issued to Quantum from the Option prior to May 20, 2013 have likewise been converted into an equal number of shares of Eos' common stock. |
/s/ John Mitola | 01/02/2014 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |