SEC Info - Gibbs John D - ‘4’ for 10/6/22 re: Athena Gold Corp.

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^*

Gibbs John D

(Last)

(First)

(Middle)

807 WOOD N CREEK

(Street)

ARDMORE

73401

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ATHENA GOLD CORP [ AHNR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/6/22

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								5,165,000	I	Tri Power Resources
Common Stock	10/6/22		P		50,000	A	$0.057	5,215,000	I	Tri Power Resources
Common Stock	10/6/22		P		80,000	A	$0.06	5,295,000	I	Tri Power Resources
Common Stock	10/6/22		P		40,000	A	$0.058	5,335,000	I	Tri Power Resources
Common Stock	10/10/22		P		25,000	A	$0.057	5,360,000	I	Tri Power Resources
Common Stock	10/13/22		P		65,000	A	$0.055	5,425,000	I	Tri Power Resources
Common Stock	10/20/22		P		30,000	A	$0.057	5,455,000	I	Tri Power Resources
Common Stock	10/21/22		P		100,000	A	$0.057	5,555,000	I	Tri Power Resources
Common Stock	10/21/22		P		30,000	A	$0.054	5,585,000	I	Tri Power Resources
Common Stock	10/24/22		P		40,000	A	$0.054	5,625,000	I	Tri Power Resources
Common Stock	10/25/22		P		30,000	A	$0.054	5,655,000	I	Tri Power Resources
Common Stock								500,000	I	Redwood Microcap Fund
Common Stock								27,999,268	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrant for Common Stock	$0.1234 ⁽¹⁾							5/12/21	5/31/24	Common Stock	2,200,000		2,200,000	D
Warrant for Common Stock	$0.1234 ⁽¹⁾							4/13/22	4/13/25	Common Stock	1,181,250		1,181,250	D
Warrant for Common Stock	$0.1234 ⁽¹⁾							4/21/22	4/13/25	Common Stock	2,193,752		2,193,752	D
Warrant for Common Stock	$0.09 ⁽²⁾							9/23/22	9/23/24	Common Stock	860,200		860,200	D

Explanation of Responses:

(1) The exercise price has been converted into U.S. currency from CANADIAN $0.15 per share.

(2) The exercise price has been converted into U.S. currency from CANADIAN $0.12 per share.

	/s/ John D. Gibbs	11/4/22
	** 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.

____________ Transaction Code:
P	Open market or private purchase of non-derivative or derivative security.

Gibbs John D – ‘4’ for 10/6/22 re: Athena Gold Corp.

On: Monday, 11/7/22, at 7:57am ET · For: 10/6/22 · As: 10% Owner · Accession #: 1683168-22-7291 · File #: 0-51808

Previous ‘4’: ‘4’ on 9/28/22 for 9/23/22 · Next: ‘4’ on 4/27/23 for 4/24/23 · Latest: ‘4’ on 1/18/24 for 1/17/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Gibbs John D – ‘4’ for 10/6/22 re: Athena Gold Corp.

On: Monday, 11/7/22, at 7:57am ET · For: 10/6/22 · As: 10% Owner · Accession #: 1683168-22-7291 · File #: 0-51808

Previous ‘4’: ‘4’ on 9/28/22 for 9/23/22 · Next: ‘4’ on 4/27/23 for 4/24/23 · Latest: ‘4’ on 1/18/24 for 1/17/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents