Sec Form 4 Filing - KUKES SIMON G @ PEDEVCO CORP - 2020-01-13

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
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1. Name and Address of Reporting Person
KUKES SIMON G
2. Issuer Name and Ticker or Trading Symbol
PEDEVCO CORP [ PED]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
575 N. DAIRY ASHFORD, ENERGY CENTER II, SUITE 210
3. Date of Earliest Transaction (MM/DD/YY)
01/13/2020
(Street)
HOUSTON, TX77079
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ 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 01/13/2020 A 510,000 ( 1 ) A $ 1.68 ( 2 ) 1,966,043 D
Common stock 51,791,325 I Through SK Energy LLC
Common stock 3,000 I By spouse
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
Incentive Stock Option (Right to Buy) $ 1.68 01/13/2020 A 15,000 01/13/2021( 3 ) 01/13/2025 Common Stock 15,000 $ 1.68 ( 4 ) 15,000 I By spouse
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KUKES SIMON G
575 N. DAIRY ASHFORD
ENERGY CENTER II, SUITE 210
HOUSTON, TX77079
X X Chief Executive Officer
SK Energy LLC
5100 WESTHEIMER
SUITE 200
HOUSTON, TX77056
X
Signatures
/s/ Clark R. Moore, attorney-in-fact for Simon Kukes 01/15/2020
Signature of Reporting Person Date
/s/ Clark R. Moore, attorney-in-fact for Simon Kukes, as Manager of SK Energy LLC 01/15/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of Restricted Common Stock were issued to the Reporting Person pursuant to the Issuer's 2012 Equity Incentive Plan and are subject to forfeiture. The shares vest at the rate of (i) 1/3 of the shares on the one (1) year anniversary of January 13, 2020 (the "Grant Date"); (ii) 1/3 on the two (2) year anniversary of the Grant Date; and (iii) 1/3 on the three (3) year anniversary of the Grant Date, subject to the Reporting Person's continued service to the Company on such vesting dates, and subject to the terms and conditions of a Restricted Shares Grant Agreement entered into by and between the Issuer and the Reporting Person. Exempt under Rule 16b-3(d).
( 2 )Issued to the Reporting Person in consideration for services rendered and agreed to be rendered to the Issuer as the Chief Executive Officer of the Issuer.
( 3 )The Incentive Stock Options were issued to the Reporting Person's spouse pursuant to the Issuer's 2012 Equity Incentive Plan and vest at the rate of (i) 1/3 of the shares on the one (1) year anniversary of January 13, 2020 (the "Grant Date"); (ii) 1/3 on the two (2) year anniversary of the Grant Date; and (iii) 1/3 on the three (3) year anniversary of the Grant Date, subject to the Reporting Person's spouse's continued service to the Company on such vesting dates, and subject to the terms and conditions of a Stock Option Grant Agreement entered into by and between the Issuer and the Reporting Person's spouse. Exempt under Rule 16b-3(d).
( 4 )Issued to the Reporting Person's spouse in consideration for services rendered and agreed to be rendered as an employee of the Issuer.

Remarks:
See the Powers of Attorney filed as Exhibits 24.1 and 24.2, to the Form 4 filed by the Reporting Persons on June 19, 2019.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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