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MAGE Magellan Gold Corporation (PK)

0.0771
-0.0129 (-14.33%)
04 Dec 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Magellan Gold Corporation (PK) USOTC:MAGE OTCMarkets Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -0.0129 -14.33% 0.0771 0.07 0.11 0.0771 0.0771 0.0771 645 21:02:32

Form 4 - Statement of changes in beneficial ownership of securities

17/01/2024 12:11am

Edgar (US Regulatory)


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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gold Express Mines, Inc.

(Last) (First) (Middle)
6 1/2 NORTH 2ND AVE.
SUITE 201

(Street)
WALLA WALLA WA 99362

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAGELLAN GOLD Corp [ MAGE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2023
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)
Code V Amount (A) or (D) Price
Common Stock 03/23/2023 P 1,000,000(1) A $0.14 6,000,000 D(2)
Common Stock 12/29/2023 J(3) 250,000 A (2) 6,250,000 D(2)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares acquired in a private placement pursuant to a Subscription Agreement, dated March 23, 2023, between Magellan Gold Corp. (the "Issuer) and the Reporting Person.
2. John P. Ryan, Howard Crosby, James Czirr and Terrence Dunne are the four directors of the Reporting Person. Any action by the Reporting Person, including voting and dispositive decisions, requires a vote of three out of the four directors of the board of directors. Under the so-called "rule of three", because voting and dispositive decisions are made by three out of four directors of the board of directors, none of the directors is deemed to be a beneficial owner of shares held by the Reporting Person, even those in which he or she directly holds a pecuniary interest.
3. Represents shares issued to the Reporting Person as an inducement for the Reporting Person assume all of AJB Capital Investments LLC's ("AJB") right, title, obligation, liability and interest in, to and under that certain Promissory Note, dated February 2021 (the "Promissory Note") issued by the Issuer to AJB. The aggregate principal amount of the Promissory Note outstanding is $100,000.
Gold Express Mines, Inc., By: /s/ John P. Ryan 01/16/2024
** 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.

1 Year Magellan Gold (PK) Chart

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