Gold Express Mines, Inc. - Mar 23, 2023 Form 4 Insider Report for MAGELLAN GOLD Corp (MAGE)

Role
10%+ Owner
Signature
Gold Express Mines, Inc., By: /s/ John P. Ryan
Stock symbol
MAGE
Transactions as of
Mar 23, 2023
Transactions value $
$140,000
Form type
4
Date filed
1/16/2024, 07:11 PM
Previous filing
Jan 16, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MAGE Common Stock Purchase $140K +1M +20% $0.14 6M Mar 23, 2023 Direct F1, F2
transaction MAGE Common Stock Other +250K +4.17% 6.25M Dec 29, 2023 Direct F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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.
F3 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.