SC 13G/A 1 pershinggold16amended.txt 2016 13-G AMENDED FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Pershing Gold Corp (Name of Issuer) Common, including purchase warrants (Title of Class of Securities) 715302204, including 715991303 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X ] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a 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). CUSIP No. 715302204, including 715991303 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Donald Smith & Co., Inc. 13-2807845 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) [X] 3. SEC Use Only ......................................................... 4. Citizenship or Place of Organization A Delaware Corporation Number of 5. Sole Voting Power 0 shares Shares Beneficially 6. Shared Voting Power 0 Owned by Each Reporting 7. Sole Dispositive Power 4,176,500 shares Person With 8. Shared Dispositive Power 0 9.Aggregate Amount Beneficially Owned by Each Reporting Person 4,176,500 shares 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9)14.25% 12. Type of Reporting Person (See Instructions) IA 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Donald Smith Value Fund, L.P. 27-0229715 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) [X] 3. SEC Use Only ......................................................... 4. Citizenship or Place of Organization A Delaware Corporation Number of 5. Sole Voting Power 1,850,000 shares Shares Beneficially 6. Shared Voting Power 0 Owned by Each Reporting 7. Sole Dispositive Power 4,176,500 shares Person With 8. Shared Dispositive Power 0 9.Aggregate Amount Beneficially Owned by Each Reporting Person 4,176,500 shares and warrants 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9)14.25% 12. Type of Reporting Person (See Instructions) PN 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Donald and Paula Smith Family Foundation 22-3732524 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) [X] 3. SEC Use Only ......................................................... 4. Citizenship or Place of Organization United States of America Number of 5. Sole Voting Power 1,400,000 shares Shares Beneficially 6. Shared Voting Power 0 Owned by Each Reporting 7. Sole Dispositive Power 4,176,500 shares Person With 8. Shared Dispositive Power 0 9.Aggregate Amount Beneficially Owned by Each Reporting Person 4,176,500 shares and warrants 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9)14.25% 12. Type of Reporting Person (See Instructions) OO 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Kamal Shah 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) [X] 3. SEC Use Only ......................................................... 4. Citizenship or Place of Organization A Delaware Corporation Number of 5. Sole Voting Power 1,500 shares Shares Beneficially 6. Shared Voting Power 0 Owned by Each Reporting 7. Sole Dispositive Power 4,176,500 shares Person With 8. Shared Dispositive Power 0 9.Aggregate Amount Beneficially Owned by Each Reporting Person 4,176,500 shares and warrants 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9)14.25% 12. Type of Reporting Person (See Instructions) IN Item 1. (a) Name of Issuer: Pershing Gold Corp (b) Address of Issuer's Principal Executive Offices 1658 Cold Blvd, Bldg 6, Suite 210 Lakewood, CO 80401 Item 2. (a) Name of Person Filing: Donald Smith & Co.,Inc. (b) Address of Principal Business Office: 152 West 57th Street New York, NY 10019 (c) Citizenship: A Delaware Corporation (d) Title of Class of Securities: Common (e) CUSIP Number: 715302204, including 715991303 Item 3. This statement is filed pursuant to Section 240.13d-1(b), and the person filing is an investment advisor registered in accordance with Section 240.13d-1(b)(1)(ii)(E); Item 4. Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount beneficially owned: 4,176,500 (b) Percent of class: 14.25% (c) Number of shares as to which the person has: (i) SOLE POWER TO VOTE: 3,251,500 (ii) SHARED POWER TO VOTE: SEE ITEM 6 OF COVER PAGE (iii) SOLE POWER TO DISPOSE: 4,176,500 (iv) SHARED POWER TO DISPOSE: SEE ITEM 8 OF COVER PAGE Item 5. Ownership of Five Percent or Less is NOT APPLICABLE Item 6. Ownership of More than Five Percent on Behalf of Another Person: 1. Donald Smith & Co., Inc. does not serve as custodian of the assets of any of its clients; accordingly, in each instance only the client or the client?s custodian or trustee bank has the right to receive dividends paid with respect to, and proceeds from the sale of, such securities. To the knowledge of Donald Smith & Co., Inc., with respect to all securities reported in this schedule, Donald Smith Value Fund, L.P., an affiliate of Donald Smith & Co., Inc., holds greater than 5% of the outstanding shares in the form of common shares and purchase warrants. Each of the additional owners, which are personal accounts of employees of Donald Smith & Co., Inc., do not own greater than 5% of the outstanding shares. 2. With respect to the remaining securities and warrants owned, various persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock of Pershing Gold Corp. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company NOT APPLICABLE Item 8. Identification and Classification of Members of the Group See EXHIBIT A Item 9. Notice of Dissolution of Group NOT APPLICABLE Item 10. Certification (a) By signing below I certify that, to the best of my knowledge and belief, the securities and warrants referred to above were acquired and are held in the ordinary course of business and 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. February 5, 2018 Date Donald G. Smith___________ Signature President_________________ Title SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) RULE 13d-1(f)(1) EXHIBIT A: Donald Smith & Co., Inc. IA Donald Smith Value Fund, L.P. PN Donald and Paula Smith Family Foundation OO Kamal Shah IN SCHEDULE 13G - TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b) or 13d-2(b) RULE 13d-1(f)(1) AGREEMENT The undersigned persons, on February 5, 2018, agree and consent to the joint filing on their behalf of this Schedule 13G in connection with their beneficial ownership of the Common Stock and Warrants of Pershing Gold Corp. at December 31, 2016. Donald Smith & Co., Inc. By /s/ Donald G. Smith Donald G.Smith President Duly authorized by and on behalf of Donald Smith & Co., Inc. Donald Smith Value Fund, L.P. By /s/ Donald G. Smith Donald G.Smith President Duly authorized by and on behalf of Donald Smith value Fund, L.P Donald and Paula Smith Family Foundation By /s/ Donald G. Smith Donald G. Smith President Duly authorized by and on behalf of Donald and Paula Smith Family Foundation Kamal Shah By /s/ Donald G. Smith Donald G. Smith President Duly authorized by and on behalf of Kamal Shah