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^*

Atkinson Fraser

(Last)

(First)

(Middle)

PENTHOUSE 2 - 141 WATER STREET

(Street)

VANCOUVER

V6B 1A7

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GREENPOWER MOTOR Co INC. [ GPV ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2021

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 Shares								1,143,766	D
Common Shares								28,571	I	Atkinson Family Trust
Common Shares								804,854	I	Koko Financial Services Ltd.
Common Shares								17,858	I	H. Atkinson ITF RR Atkinson
Common Shares								17,858	I	H. Atkinson ITF SS Atkinson
Common Shares	08/27/2021		M		80,357	A	$3.5⁽¹⁾	366,071	I	KFS Capital LLC

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	$5.25⁽¹⁾							02/02/2017	02/02/2022	Common	14,286		14,286	D
Stock Options	$5.25⁽¹⁾							05/26/2017	05/26/2022	Common	85,714		100,000	D
Stock Options	$3.5⁽¹⁾							05/04/2018	05/04/2023	Common	14,286		114,286	D
Stock Options	$3.5⁽¹⁾							02/12/2019	02/12/2024	Common	14,286		128,572	D
Stock Options	$2.59⁽¹⁾							01/30/2020	01/30/2025	Common	28,571		157,143	D
Stock Options	$20							03/19/2021⁽²⁾	11/19/2025	Common	100,000		257,153	D
Warrants	$4.55⁽¹⁾							11/02/2018	06/29/2021	Common	285,714		285,714	I⁽³⁾	KFS Capital LLC
Warrants	$4.55⁽¹⁾							11/02/2018	06/29/2021	Common	285,714		0	I	KFS Capital LLC
Warrants	$4.2⁽¹⁾							03/14/2019	03/14/2022	Common	342,857		342,857	I⁽³⁾	KFS Capital LLC
Warrants	$3.5⁽¹⁾							09/25/2017	09/25/2021	Common	80,357		80,357	I⁽³⁾	KFS Capital LLC
Warrants	$3.5⁽¹⁾	08/27/2021		M		80,357		09/25/2017	09/25/2021	Common	80,357	$3.5⁽¹⁾	0	I⁽³⁾	KFS Capital LLC

Explanation of Responses:

1. Canadian dollars

2. (5) The Options will vest as follows: (i) 25% after four months from the date of grant, (ii) 25% after the first anniversary of the date of grant, (iii) 25% after the second anniversary of the date of grant and (iv) 25% after the third anniversary of the date of grant.

3. These warrants were transferred to KFS Capital LLC. There is no change of beneficial ownership.

	/s/ Fraser Atkinson	09/02/2021
	** 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.
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