Fraser Atkinson Form 4 GREENPOWER MOTOR / Fraser Atkinson ownership change

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

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

1. Name and Address of Reporting Person^*

Atkinson Fraser

(Last) (First) (Middle)

PENTHOUSE 2 - 141 WATER STREET

(Street)

VANCOUVER A1 V6B 1A7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GREENPOWER MOTOR Co INC. [ GPV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
CEO and Chairman

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2021

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 Shares								1,143,766	D
Common Shares	12/24/2021		P		5,000	A	$11.2(1)	1,148,766	D
Common Shares	12/24/2021		P		5,000	A	$18.2(1)	1,153,766	D
Common Shares	01/25/2022		X		14,286	A	$5.25(1)	1,168,052	D
Common Shares	02/27/2022		X		85,714	A	$5.25(1)	1,253,766	D
Common Shares								28,571	I	Atkinson Family Trust
Common Shares								804,854	I	Koko Financial Services Ltd.
Common Shares								17,858	I	H. Atkinson ITF RR Atkinson
Common Shares								17,858	I	H. Atkinson ITF SS Atkinson
Common Shares								366,071	I	KFS Capital LLC
Common Shares	03/03/2022		X		342,857	A	$4.2(1)	708,928	I	KFS Capital LLC

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
Stock Options	$5.25(1)							02/02/2017	02/02/2022	Common	14,286		14,286	D
Stock Options	$5.25(1)	01/25/2022		X			14,286	02/02/2017	02/02/2022	Common	14,286	$5.25(1)	0	D
Stock Options	$5.25(1)							05/26/2017	05/26/2022	Common	85,714		85,714	D
Stock Options	$5.25(1)	02/27/2022		X			85,714	05/26/2017	05/26/2022	Common	85,714	$5.25(1)	0	D
Stock Options	$3.5(1)							05/04/2018	05/04/2023	Common	14,286		14,286	D
Stock Options	$3.5(1)							02/12/2019	02/12/2024	Common	14,286		28,572	D
Stock Options	$2.59(1)							01/30/2020	01/30/2025	Common	28,571		57,143	D
Stock Options	$20							03/19/2021(2)	11/19/2025	Common	100,000		157,143	D
Stock Options	$16.45(1)	12/10/2021		A		50,000		04/10/2022(4)	12/10/2026	Common	50,000	$16.45(1)	207,143	D
Warrants	$4.2(1)							03/14/2019	03/14/2022	Common	342,857		342,857	I(3)	KFS Capital LLC
Warrants	$4.2(1)	03/03/2022		X			342,857	03/14/2019	03/14/2022	Common	342,857	$4.2(1)	0	I	KFS Capital LLC

Explanation of Responses:

1. Canadian dollars

2. (5) The Options will vest as follows: (i) 25% after four months from the date of grant, (ii) 25% after the first anniversary of the date of grant, (iii) 25% after the second anniversary of the date of grant and (iv) 25% after the third anniversary of the date of grant.

3. These warrants were transferred to KFS Capital LLC. There is no change of beneficial ownership.

4. The Options will vest as follows: (i) 25% after four months from the date of grant, (ii) 25% after the six months from the date of grant, (iii) 25% nine months from the date of grant and (iv) 25% after the first anniversary of the date of grant.

	/s/ Fraser Atkinson	03/09/2022
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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