Statement of Changes in Beneficial Ownership (4)

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 OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * McDonough Edward P.	2. Issuer Name and Ticker or Trading Symbol ProtoKinetix, Inc. [ PKTX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director                    _____ 10% Owner _____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle) 1226 WASHINGTON AVENUE	3. Date of Earliest Transaction (MM/DD/YYYY) 3/26/2020
(Street) PARKERSBURG, WV 26101 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 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	3/26/2020		D			1000000	(1)	8/31/2021	Common Stock	1000000	$0.00	0	D
Stock Option	$0.05	3/26/2020		D			1000000	(1)	12/31/2020	Common Stock	1000000	$0.00	0	D
Stock Option	$0.14	3/26/2020		A		1000000		(2)	3/25/2026	Common Stock	1000000	$0.00	1000000	D
Stock Option	$0.14	3/26/2020		A		1000000		(2)	3/25/2026	Common Stock	1000000	$0.00	1000000	D
Stock Option	$0.11							(3)	11/17/2024	Common Stock	1000000		1000000	D
Stock Option	$0.26							(4)	7/14/2024	Common Stock	2000000		2000000	D
Stock Option	$0.26							(5)	7/14/2024	Common Stock	1000000		1000000	D
Stock Option	$0.09							(6)	11/8/2023	Common Stock	1000000		1000000	D

Explanation of Responses:
(1)	Cancelation of options with no value received.
(2)	Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on March 26, 2020. Fully vested.
(3)	Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on November 18, 2019. 250,000 shares of common stock vest on February 18, 2020; thereafter 250,000 shares vest every three months until fully vested on November 18, 2020.
(4)	Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on July 15, 2019. 500,000 shares of common stock vest on October 13, 2019; thereafter 500,000 shares vest every three months until fully vested on July 13, 2020.
(5)	Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on July 15, 2019. 250,000 shares of common stock vest on October 13, 2019; thereafter 250,000 shares vest every three months until fully vested on July 13, 2020.
(6)	Options issued pursuant to the Company's Amended 2017 Stock Option and Stock Bonus Plan on November 9, 2018. 250,000 shares of common stock vest on March 31, 2019; thereafter 250,000 shares vest every three months until fully vested on December 31, 2019.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
McDonough Edward P. 1226 WASHINGTON AVENUE PARKERSBURG, WV 26101	X

Signatures
/s/ Edward P. McDonough		3/27/2020
**Signature of Reporting Person		Date