PKTX Protokinetix Inc (PK)

ProtoKinetix, Incorporated (OTC: PKTX) (the “Company” or “Protokinetix”) (www.protokinetix.com) is pleased to announce that it has entered into consulting agreements with Clarence E. Smith, President and Chief Executive Officer of the Company, and Susan M. Woodward, Chief Financial Officer of the Company.

Mr. Smith’s consulting agreement is for a one-year term through December 31, 2015, and is automatically renewed thereafter on a year-to-year basis unless either ProtoKinetix or Mr. Smith provides the other with 30 days’ notice of non-renewal. The agreement provides for an annual salary of $1.00 and a termination fee if the agreement is terminated for the following two reasons:

• A termination without cause: If Mr. Smith is terminated without cause he will be entitled to a termination fee of $100,000;

• A termination upon a change of control event: Following a change of control event he will be entitled to a termination fee equal to $100,000 plus 2.5% of the aggregate transaction value of the change of control.

Ms. Woodward’s consulting agreement is for a three-year term through December 31, 2018, and is automatically renewed thereafter on a year-to-year basis unless either ProtoKinetix or Ms. Woodward provides the other with 30 days’ notice of non-renewal. The agreement provides for a monthly consulting fee of $4,000 which shall be increased by not less than 5% each year; and as of February 26, 2015, the grant of a five year option at $0.04 per share for 4,000,000 shares of common stock of the Company vesting monthly in tranches of 400,000 shares and the grant of a two year option at $0.04 per share for 2,000,000 shares of common stock of the Company vesting upon a change in control. The agreement provides for a termination fee if the agreement is terminated for the following two reasons:

• A termination without cause: If Ms. Woodward is terminated within 12 months of its effective date January 1, 2015 she will be entitled to a termination fee of three times her monthly consulting fee in effect on the date of termination, or if Ms. Woodward is terminated 12 months after the effective date January 1, 2015, six times her monthly consulting fee in effect on the date of termination;

• A termination upon a change of control event: Following a change of control event she will be entitled to a termination fee equal to two times the amount she would receive as if terminated without cause.

About ProtoKinetix

ProtoKinetix, Inc. is a molecular biotechnology company that has developed and patented a family of hyper stable, potent glycopeptides (AAGP™) that dramatically enhance therapeutic results and reduce the cost of stem cell medicine. Due to the anti-inflammatory effect of AAGP™ molecules, the Company is currently targeting the direct treatment of diseases that have a major inflammatory component.

This press release shall not constitute an offer of securities in the United States or any other jurisdiction. The securities that may be issued pursuant to this press release are not currently qualified by prospectus or registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the laws of any state, and may not be offered or sold in the United States, or to, or for the account or benefit of United States persons (as defined in Regulation S under the Securities Act) or persons in the United States absent registration or an applicable exemption from the registration requirements. The securities are subject to resale restrictions under applicable securities laws.

Clarence E. Smith – President and CEO

ProtoKinetix, Inc.Clarence E. Smith, President & Chief Executive Officer304-299-5070csmith@protokinetix.com

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