Sec Form 4/A Filing - Young Lachlan Grant @ ProtoKinetix, Inc. - 2020-03-26

FORM 4/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Young Lachlan Grant 2. Issuer Name and Ticker or Trading Symbol ProtoKinetix, Inc. [ PKTX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 66438 ROSEBERY AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 03/26/2020 (Street) WEST VANCOUVER BC, A1V7W 2C6 4. If Amendment, Date Original Filed (MM/DD/YY) 03/27/2020 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 10,021,250 D Common Stock 1,125,600 I See footnote ( 1 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Stock Option $ 0.06 03/26/2020 D 5,000,000 ( 2 ) 08/31/2021 Common Stock 5,000,000 $ 0 0 D Stock Option $ 0.05 03/26/2020 D 5,000,000 ( 2 ) 12/31/2020 Common Stock 5,000,000 $ 0 0 D Stock Option $ 0.14 03/26/2020 A 5,000,000 ( 3 ) 03/25/2026 Common Stock 5,000,000 $ 0 5,000,000 D Stock Option $ 0.14 03/26/2020 A 5,000,000 ( 3 ) 03/25/2026 Common Stock 5,000,000 $ 0 5,000,000 D Warrant $ 0.26 07/15/2019 07/14/2024 Common Stock 6,000,000 6,000,000 D Stock Option* $ 0.26 ( 4 ) 07/14/2024 Common Stock 5,000,000 5,000,000 D Stock Option $ 0.26 ( 4 ) 07/14/2024 Common Stock 5,000,000 5,000,000 D Stock Option $ 0.26 ( 4 ) 07/14/2024 Common Stock 5,000,000 5,000,000 D Stock Option $ 0.11 ( 5 ) 11/17/2024 Common Stock 5,000,000 5,000,000 D Stock Option $ 0.09 ( 6 ) 11/08/2023 Common Stock 5,000,000 5,000,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Young Lachlan Grant 66438 ROSEBERY AVENUE WEST VANCOUVER BC, A1V7W 2C6 X Signatures /s/ Lachlan Grant Young 03/30/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Owned by Mr. Young's wife. ( 2 )Cancelation of options for no value received. ( 3 )Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on March 26, 2020. Fully vested. ( 4 )Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on July 15, 2019. 1,250,000 shares of common stock vest on October 13, 2019; thereafter 1,250,000 shares vest every three months. ( 5 )Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on November 18, 2019. 1,250,000 shares of common stock vest on February 18, 2020; thereafter 1,250,000 shares vest every three months until fully vested. ( 6 )Options issued pursuant to the Amended 2017 Stock Option and Stock Bonus Plan on November 9, 2018. 1,250,000 shares of common stock vest March 31, 2019; thereafter 1,250,000 shall vest every three months.

Remarks: *This amended Form 4 corrects the Form 4 filed on March 27, 2020, which inadvertently omitted a stock option grant for 5,000,000 shares at $0.26 per share on July 15, 2019.

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.