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.
X
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
DILLEY CARL
(Last) (First) (Middle)
12000 BISCAYNE BLVD
STE 406
(Street)
MIAMI FL 33181
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Endurance Exploration Group, Inc. [ EXPL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2013
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 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 06/06/2013 J4(2) 8,748,904 D $0(3) 10,266,777 I by Endeavour Cooperative Partners LLC
Common Stock 12/31/2013 C4(2)(4) 164,471 A $0.0069 10,266,777 I by Endeavour Cooperative Partners LLC
Common Stock 12/31/2013 J4(5) 4,244,500 A $0.0229 10,266,777 I by Endeavour Cooperative Partners LLC
Common Stock 12/31/2013 J4(6) 4,244,499 D $0.0001 10,266,777 I by Endeavour Cooperative Partners LLC
Common Stock 12/31/2013 J4(7) 388,796 D $0.0001 10,266,777 I by Endeavour Cooperative Partners LLC
Common Stock 12/31/2013 J4(8) 3,027,801 A $0.0001 10,266,777 D
Common Stock 12/31/2013 J4(7) 388,796 A $0 10,266,777 D
Common Stock 12/31/2013 J4(11) 6,850,180 A $0.0174(11) 10,266,777 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)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Preferred Stock $0.0002 05/10/2013 4J(1) 6,578,853 05/10/2013 12/31/2013 Common Stock 6,578,853 $0.0002 0 I by Endeavour Cooperative Partners LLC
Preferred Stock $0 12/31/2013 4C(4) 6,578,853 05/10/2013 12/31/2013 Common Stock 6,578,853 $0.0002 0 I by Endeavour Cooperative Partners LLC
Non-Qualified Stock Option Plan (right to buy Common Stock) $0.25(9) 12/31/2013 4A 1,000,000 12/31/2013 12/31/2015 Common Stock 1,000,000 $0(10) 1,000,000 D
Explanation of Responses:
1. Preferred Shares issued for cancelling $3,400.00 debt.
2. Pursuant to 40 to 1 reverse stock split.
3. No sale or purchase -- stock returned to Company.
4. Preferred shares subsequently converted into common stock on a 1 for 1 basis and reduced pursuant to the 40 to 1 reverse stock split.
5. Conversion of related party debt.
6. Shares sold in private transactions pursuant to Stock Purchase Agreements.
7. Distribution to LLC members pursuant to LLC's operating agreement.
8. Acquired from Endeavour Cooperative Partners, LLC, pursuant to a Stock Purchase Agreement dated December 31, 2013.
9. Per the 2014 Non-Qualified Stock Option Plan Agreement with Reporting Person dated December 31, 2013, the Stock Options vested immediately and expire two years thereafter.
10. The Issuer's Board of Directors granted the options to the Reporting Person to encourage the acquisition of an equity interest in the Company.
11. Per the Share Exchange Agreement between Tecton Corporation (now known as Endurance Exploration Group, Inc.)("EXPL") and Endurance Exploration Group, LLC (the "LLC") and its member owners, EXPL acquired one hundred percent (100%) of the membership interests in the LLC and, in exchange, the former members of the LLC received 20,550,539 shares of the EXPL's Common Stock. Reporting Person was a former member of the LLC and received 6,850,180 shares of EXPL pursuant to his percentage ownership of the LLC. The net equity in the LLC at the acquisition date was $357,422.10. Accordingly the effective share price for the 6,850,180 shares was $0.017392 per share.
Carl Dilley 02/11/2014
** 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).
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