SEC Form 5
FORM 5 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL 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). | |||||||||||||||||
Form 3 Holdings Reported. | |||||||||||||||||
| Form 4 Transactions Reported. |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol CEN BIOTECH INC [ CENBF ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 12/31/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | |||||||||||||||
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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 at end of Issuer's Fiscal Year (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||||||
Amount | (A) or (D) | Price | |||||||||||||
Common Stock | 01/14/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 02/14/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 03/15/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 04/17/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 05/14/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 06/15/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 07/16/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 08/16/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 09/16/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 10/17/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 11/20/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 12/14/2018 | J4(1) | 2,000 | A | $0 | 1,425,265(3) | D | ||||||||
Common Stock | 01/14/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 02/14/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 03/15/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 04/17/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 05/14/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 06/15/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 07/16/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 08/16/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 09/16/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 10/17/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 11/20/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse | |||||||
Common Stock | 12/14/2018 | J4(2) | 4,000 | A | $0 | 1,425,265(3) | I(2) | By Spouse |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | ||||||||||||||
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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) | |||
(A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. 24,000 shares of the issuer held by the reporting person were issued as consideration for extending the maturity date of a promissory note dated January 24, 2018 and were acquired in increments of 2,000 shares on the following dates: 12/14/18; 11/20/18; 10/17/18; 9/16/18; 8/16/18; 7/16/18; 6/15/18; 5/14/18; 4/17/18; 1/24/18; 2/14/18; and 3/15/18. |
2. 48,000 shares of common stock of the issuer were issued to the Reporting Person's spouse as consideration for extending the maturity date of a promissory note dated January 14, 2018 and were acquired in increments of 4,000 on the following dates: 1/14/18; 2/14/18; 3/15/18; 4/17/18; 5/14/18; 6/15/18; 7/16/18; 8/16/18; 9/16/18; 10/17/18; 11/20/18; and 12/14/18. |
3. 1,377,265 shares were beneficially owned by the Reporting Person of which 76,123 shares were issuable upon conversion of a convertible note held by the Reporting Person and 48,000 shares were held by the Reporting Person's spouse at 12/31/2018. |
Remarks: |
*The reporting person served as the Chief Executive Officer and member of the Board of the Issuer from July 2017 until November 13, 2019, when the reporting person resigned from all positions with the Issuer. The reporting person was appointed as President and a member of the Board of the Issuer effective April 19, 2021. |
/s/ Joseph Byrne | 04/27/2021 | |
** 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. |