UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2023
Commission File Number: 001-39989
PYROGENESIS CANADA INC.
(Translation of registrant's name into
English)
1744, William St. Suite 200
Montreal, QC, H3J1R4
Canada
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover
of Form 20-F or Form 40-F.
Form 20-F [ ] Form 40-F [ X ]
EXHIBIT INDEX
| Exhibit Number | Description | |
| 99.1 | Form 45-102F1 - Notice of Intention to Distribute Securities under Section 2.8 of NI 45-102 Resale of Securities |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| PYROGENESIS CANADA INC. | ||
| (Registrant) | ||
| Date: June 20, 2023 | /s/ P. Peter Pascali | |
| P. Peter Pascali | ||
| Chief Executive Officer | ||
Exhibit 99.1
Form 45-102F1
Notice of Intention to Distribute Securities under Section 2.8 of NI 45-102 Resale of Securities
Reporting issuer
| 1. | Name of reporting issuer: PyroGenesis Canada Inc. |
Selling security holder
| 2. | Your name: P. Peter Pascali (the “Investor”) |
| 3. | The offices or positions you hold in the reporting issuer: President and CEO of the issuer |
| 4. | Are you selling securities as a lender, pledgee, mortgagee or other encumbrancer? No |
| 5. | Number and class of securities of the reporting issuer you beneficially own: |
As of June 19, 2023 the Investor: (i) beneficially owns and controls 66,642,941 common shares, (ii) controls 5,636,000 common shares beneficially owned by 8339856 Canada Inc. (an entity of which he is a director, executive officer and the sole shareholder), (iii) controls 4,039,757 common shares beneficially owned by Fiducie de Crédit Mellon Trust (a trust of which he is a trustee, executive officer and beneficiary), and (iv) controls 4,000,000 common shares beneficially owned by The 2% Solution Foundation (a registered charity of which he is a director).
Distribution
| 6. | Number and class of securities you propose to sell: 800,000 common shares held by Fiducie de Crédit Mellon Trust. |
| 7. | Will you sell the securities privately or on an exchange or market? If on an exchange or market, provide the name. The common shares will be sold on the Toronto Stock Exchange. |
Warning
It is an offence to submit information that, in a material respect and in light of the circumstances in which it is submitted, is misleading or untrue.
Certificate
I certify that
| (1) | I have no knowledge of a material fact or material change with respect to the issuer of the securities that has not been generally disclosed; and |
| (2) | the information given in this form is true and complete. |
| -2- |
|
Date: June 19, 2023 |
Your signature (or if a company, the signature of your authorized signatory) |
