SEC FORM 4

SEC Form 4

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^*

KAKUMANU SWAPAN

(Last)

(First)

(Middle)

193 SIMCOE CIRCLE SW

(Street)

CALGARY

T3H 4S3

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CurrencyWorks Inc. [ CWRK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2022

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								50,000	I	Red to Black Inc.⁽¹⁾
Common Stock								57,291	D
Common Stock	01/28/2022		P		80,566	A	$0.2048	137,857	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)
Stock Options	$0.6							06/08/2018⁽²⁾	06/08/2028	Common Stock	75,000		75,000	I	Red to Black Inc.⁽¹⁾
Stock Options	$0.1							10/15/2018⁽³⁾	10/15/2027	Common Stock	100,000		175,000	I	Red to Black Inc.⁽¹⁾
Stock Options	$1.17							02/10/2021⁽⁴⁾	02/10/2031	Common Stock	400,000		400,000	D
Stock Options	$1.16							06/15/2021⁽⁵⁾	06/15/2031	Common Stock	750,000		1,150,000	D
Warrants	$0.55							⁽⁶⁾⁽⁷⁾	09/09/2026	Common Stock	250,000		250,000	I	Fogdog Energy Solutions Inc.⁽⁸⁾

Explanation of Responses:

1. Swapan Kakumanu has the sole power to vote or direct the vote, and to dispose or direct the disposition, of the shares held by Red to Black Inc.

2. The stock options vest as to 1/3 on June 8, 2018, 1/3 on June 8, 2019 and 1/3 on June 8, 2020.

3. The stock options vest as to 1/3 on October 15, 2018, 1/3 on October 15, 2019 and 1/3 on October 15, 2020.

4. The options vest as follows: (i) 1/3 on date of grant, (ii) 1/3 on the first anniversary of date of grant and (iii) 1/3 on the second anniversary of date of grant.

5. The options vest to 1/3 on June 15, 2021, 1/3 on June 15, 2022 and 1/3 on June 15, 2023.

6. The warrants were issued to Fogdog Energy Solutions Inc. ("Fogdog") pursuant to a services agreement dated August 20, 2021 (the "Agreement") with Fogdog, whereby Fogdog will provide CurrencyWorks Inc. (the "Issuer") with free of charge access to the electricity power generated from any clean electricity power generation thermal units built and operated by Fogdog in Canada or the United States of America for a period of five (5) years from the date that the Issuer provides an advance of $850,000 to Fogdog (the "Loan") pursuant to a loan agreement with Fogdog dated August 20, 2021, provided that the Issuer is using such power to develop and operate cryptocurrency mining operations.

7. The Warrants will vest and become exercisable only upon repayment in full of the Loan.

8. Swapan Kakumanu is the chief financial officer and director of Fogdog and also owns 50% of the shares of Fogdog.

	/s/ Swapan Kakumanu	01/31/2022
	** 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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