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Filing Details

Accession Number:: 0001445866-16-001626
Form Type:: 5
Zero Holdings:: No
Publication Time:: 2016-02-16 21:57:40
Reporting Period:: 2015-12-31

Filing Date:: 2016-02-16
Accepted Time:: 2016-02-16 21:57:40
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1419583	Eos Petro Inc.	EOPT	Crude Petroleum & Natural Gas (1311)	980550353

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1592246	Lowco (Eos/Petro) Llc	2885 Sanford Ave Ste 13000 Grandville MI 49418		No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-05-23	950,000	$0.02	5,375,000	No	5	P	Indirect	LowCo [EOS/PETRO], LLC
Common Stock	Acquisiton	2014-06-25	1,000,000	$14.00	5,375,000	No	5	P	Indirect	LowCo [EOS/PETRO], LLC
Common Stock	Acquisiton	2014-12-04	1,000,000	$1.00	5,375,000	No	5	P	Indirect	LowCo [EOS/PETRO], LLC
Common Stock	Acquisiton	2015-08-14	75,000	$4.12	5,375,000	No	5	P	Indirect	LowCo [EOS/PETRO], LLC
Common Stock	Acquisiton	2015-06-15	500,000	$0.33	5,375,000	No	5	P	Indirect	LowCo [EOS/PETRO], LLC
Common Stock	Acquisiton	2015-06-15	500,000	$0.33	5,375,000	No	5	P	Indirect	LowCal Industries, LLC
Common Stock	Acquisiton	2015-06-15	50,000	$0.33	5,375,000	No	5	P	Indirect	Shlomo Lowy
Common Stock	Acquisiton	2015-10-20	1,250,000	$0.28	5,375,000	No	5	P	Indirect	LowCal Industries, LLC
Common Stock	Acquisiton	2015-12-14	1,000,000	$0.15	5,375,000	No	5	P	Indirect	Ilana Lowy
Common Stock	Acquisiton	2016-01-20	650,000	$0.23	5,375,000	No	5	P	Indirect	Ilana Lowy

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	5	P	Indirect	LowCo [EOS/PETRO], LLC
No	5	P	Indirect	LowCo [EOS/PETRO], LLC
No	5	P	Indirect	LowCo [EOS/PETRO], LLC
No	5	P	Indirect	LowCo [EOS/PETRO], LLC
No	5	P	Indirect	LowCo [EOS/PETRO], LLC
No	5	P	Indirect	LowCal Industries, LLC
No	5	P	Indirect	Shlomo Lowy
No	5	P	Indirect	LowCal Industries, LLC
No	5	P	Indirect	Ilana Lowy
No	5	P	Indirect	Ilana Lowy

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Convertible Note	Acquisiton	2013-02-08	0	$5,000,000.00	2,000,000	$2.50
Common Stock	Exit Stock	Acquisiton	2013-02-08	50,000	$0.00	50,000	$0.00
Common Stock	Warrant	Acquisiton	2014-08-14	500,000	$0.00	500,000	$2.00
Common Stock	Warrant	Acquisiton	2015-08-14	500,000	$0.00	500,000	$2.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0			No	5	P	Indirect
50,000			No	5	P	Indirect
0	2014-08-14	2019-01-01	No	5	P	Indirect
0	2015-08-14	2019-01-01	No	5	P	Indirect

Footnotes

See note 4 below. Upon the acquisition of Common Stock on October 20, 2015, Shlomo Lowy became the beneficial owner of 5,375,000 shares of the Issuer's Common Stock, representing approximately 11% of the issued and outstanding shares of Common Stock of Issuer.
Shlomo Lowy ("Mr. Lowy") is the sole managing member of LowCo, LLC ("LowCoLLC"), which in turn acts as the sole managing member of LowCo [EOS/Petro], LLC ("LowCoEOS").
Mr. Lowy is the sole managing member of Kinderlach Ltd Co, LLC ("Kinderlach"), which in turn acts as the sole managing member of LowCal Industries, LLC ("LowCal").
On October 20, 2015, Mr. Lowy became the beneficial owner of 5,375,000 shares of Common Stock, which includes 50,000 derivative shares described in note 8 below, representing approximately 11% of the issued and outstanding shares of Common Stock of Issuer.
Ilana Lowy ("Mrs. Lowy") is Mr. Lowy's wife and lives in the same residence as Mr. Lowy. However, Mrs. Lowy's shares were purchased with her own personal funds, and Mr. Lowy does not have voting or investment power over the securities held by Mrs. Lowy. Mr. Lowy expressly disclaims beneficial ownership of any securities of Issuer held by Mrs. Lowy.
Mr. Lowy disclaims beneficial ownership of the 1,650,000 shares of common stock owned by Mrs. Lowy.
On February 8, 2013, the Issuer issued a secured convertible promissory note to LowCal (the "Note"). As subsequently amended on January 13, 2015, all $5,000,000 in principal is convertible at the option of LowCal into shares of Common Stock at a per share conversion price of $2.50.
On the date that the Note has been paid in full, Issuer has also promised to issue to LowCal an additional 50,000 shares of Common Stock.
On August 14, 2014, and as amended on August 15, 2015, in consideration for certain amendments made to the Note, the Issuer issued to LowCoEOS a warrant (the "2014 Warrant") to purchase 500,000 shares of Common Stock, which is exercisable at $2.00 per share and expires on January 1, 2019. On August 14, 2015, the Issuer issued an additional warrant (the "2015 Warrant") to purchase 500,000 shares of the Issuer's restricted common stock at an exercise price of $2.00, vesting immediately and expiring January 1, 2019.
The Note, the 2014 Warrant and the 2015 Warrant contain a contractual limit of 9.99% on the amount of outstanding shares of Common Stock that LowCal and its affiliates, including LowCoEOS, may in the aggregate beneficially own after exercise of the Note or 2014 Warrant. Absent a written waiver from the Issuer, neither the Note, the 2014 Warrant nor the 2015 Warrant may be exercised in whole or in part if such exercise would cause LowCal and its affiliates to exceed the contractual limit.