Xenetic Biosciences (XBIO) Form 3 Xenetic Biosciences / Pharmsynthez PJSC ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

PJSC Pharmsynthez

(Last) (First) (Middle)

25 LITER KRASNOVO KURSANTA ST.

(Street)

ST. PETERSBURG 1Z 197 110

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/23/2014

3. Issuer Name and Ticker or Trading Symbol
Xenetic Biosciences, Inc. [ XBIO ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,544,488	D
Series B Preferred Stock	1,454,545	D
Common Stock	821,567	I	By LLC SynBio, its wholly-owned subsidiary
Series A Preferred Stock	970,000	I	By LLC SynBio, its wholly-owned subsidiary

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrants	07/01/2015	07/01/2020	Common Stock	606,062	(1)	D
Warrants	03/31/2016	03/31/2021	Common Stock	353,540	(1)	D
Warrants	07/01/2016	07/01/2021	Common Stock	50,506	(1)	D
Warrants	08/26/2016	08/26/2021	Common Stock	17,980	4.95	D
Warrants	09/09/2016	09/09/2021	Common Stock	32,526	4.95	D
Class B Warrants	11/07/2016	11/07/2021	Common Stock	1,454,545(2)	4	D
Warrants	12/31/2014	12/30/2019	Common Stock	204,394(3)	25.41	I	By LLC SynBio, its wholly-owned subsidiary

Explanation of Responses:

1. Warrants are exercisable at the lesser of (i) $6.60 per share and (ii) 120% of the price per share of Xenetic Biosciences, Inc. common stock paid in its next occurring capital raise with a value of at least $7,000,000. Warrants were granted at six various dates in Q1 2016.

2. The Reporting Person owns Class B Warrants exercisable into 1,454,545 shares of Common Stock. The exercise of such Class B Warrants is limited by the beneficial ownership limitation included in such Class B Warrants, which provides that such Class B Warrants may not be exercised if the holder thereof would own more than 4.99% of the outstanding Common Stock of the Issuer as after giving effect to such exercise. The amount of shares of Common Stock into which such Class B Warrants are exercisable was calculated for the purposes of this report without giving effect to any ownership limitation of the Reporting Person.

3. The Reporting Person's wholly owned subsidiary, LLC SynBio, owns warrants exercisable into 204,394 shares of Common Stock. Such warrants are subject to performance vesting. The vesting milestones need to be achieved by December 31, 2017 (50%) and July 31, 2018 (50%). The amount of shares of Common Stock into which such warrants are exercisable was calculated for the purposes of this report without giving effect to any performance vesting limitations.

Remarks:

	Erin J. Kirchner, Attorney-in-Fact	10/27/2017
	** 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 5 (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).
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