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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
PEDEVCO CORP.
(Name
of Issuer)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
(Title
of Class of Securities)
70532Y303
(CUSIP
Number)
October 1, 2021
(Date
of Event Which Requires Filing this Statement)
Check
the appropriate box to designate the rule pursuant to which this
Schedule is filed:
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☐
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Rule
13d-1(b)
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☒
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Rule
13d-1(c)
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☐
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Rule
13d-1(d)
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*
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The
remainder of this cover page shall be filled out for a reporting
person’s initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
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The
information required in the remainder of this cover page shall not
be deemed to be “filed” for the purpose of
Section 18 of the Securities Exchange Act of 1934
(“Act”)
or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however,
see the Notes).
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CUSIP No. 70532Y303
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SCHEDULE
13G
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Page
2 of
6
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1
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NAME OF
REPORTING PERSONS
Viktor
Tkachev
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(see
instructions)
(a)
☐
(b)
☐
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3
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SEC USE
ONLY
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4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Russia
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Number of
Shares
Beneficially
Owned by
Each
Reporting
Person with:
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5
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SOLE
VOTING POWER
170,000
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6
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SHARED
VOTING POWER
-0-
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7
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SOLE
DISPOSITIVE POWER
170,000
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8
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SHARED
DISPOSITIVE POWER
-0-
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
170,000
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10
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see
instructions) [ ]
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11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2%
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12
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TYPE OF
REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 70532Y303
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SCHEDULE
13G
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Page
3 of
6
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Item 1(a)
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Name of Issuer.
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PEDEVCO
Corp.
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Item 1(b)
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Address of Issuer’s Principal Executive Offices.
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575 N.
Dairy Ashford, Energy Center II, Suite 210
Houston,
Texas 77079
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Item 2(a)
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Name of Person Filing.
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Mr.
Viktor Tkachev, an individual.
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Item 2(b)
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Address of Principal Business Office, or, if none,
Residence.
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Arhitektora
Vlasova Street, 22, Apt. 93
Moscow Russia 117393
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Item 2(c)
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Citizenship or Place of Organization.
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Mr. Viktor
Tkachev is a citizen of Russia.
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Item 2(d)
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Title of Class of Securities.
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Common
stock, $0.001 par value per share (the “Common
Stock”).
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Item 2(e)
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CUSIP Number.
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70532Y303
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CUSIP No. 70532Y303
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SCHEDULE
13G
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Page
4 of
6
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Item 3
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Reporting Person.
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If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b),
check whether the person filing is a:
(a) ☐ Broker
or dealer registered under section 15 of the Act (15
U.S.C. 78o);
(b) ☐ Bank as defined
in section 3(a)(6) of the Act (15 U.S.C.
78c);
(c) ☐ Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C.
78c);
(d) ☐ Investment company
registered under section 8 of the Investment Company
Act of 1940 (15 U.S.C 80a-8);
(e) ☐ An investment adviser
in accordance with § 240.13d-1(b)(1)(ii)(E);
(f) ☐ An employee
benefit plan or endowment fund in accordance with §
240.13d-1(b)(1)(ii)(F);
(g) ☐
A parent holding company or control person in
accordance with § 240.13d-1(b)(1)(ii)(G);
(h) ☐ A savings
associations as defined in Section 3(b) of the Federal
Deposit Insurance Act (12 U.S.C. 1813);
(i) ☐ A
church plan that is excluded from the definition of an
investment company under section 3(c)(14) of
the Investment Company Act of 1940 (15 U.S.C.
80a-3);
(j) ☐ A non-U.S.
institution in accordance with §
240.13d-1(b)(1)(ii)(J);
(k) ☐ Group, in accordance
with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: ____
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CUSIP No. 70532Y303
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SCHEDULE
13G
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Page
5 of
6
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Item 4
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Ownership.
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(a)
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Mr.
Viktor Tkachev is the beneficial owner of 170,000 shares of Common
Stock.
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(b)
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Mr.
Viktor Tkachev is the beneficial owner of 0.2% of the outstanding
shares of Common Stock. This percentage is determined by dividing
170,000 by 79,461,603, the number of shares of Common Stock issued
and outstanding as of August 13, 2021, as reported on the cover
page of the Issuer’s Quarterly Report on Form 10-Q for the
quarter ended June 30, 2021, as filed with the SEC on August 16,
2021.
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(c)
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Number
of shares as to which Mr. Viktor Tkachev has:
(1)
Sole power to vote or to direct the vote: 170,000.
(2)
Shared power to vote or to direct the vote: 0.
(3)
Sole power to dispose or to direct the disposition of:
170,000.
(4)
Shared power to dispose or to direct the disposition of:
0.
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Item 5
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Ownership of Five Percent or Less of a Class.
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If this
statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner
of more than 5 percent of the class of securities, check the
following [X].
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Item 6
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Ownership of More Than Five Percent on Behalf of Another
Person.
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Inapplicable.
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Item 7
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Identification and Classification of the Subsidiary which Acquired
the Security Being Reported On by the Parent Holding
Company.
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Inapplicable.
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Item 8
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Identification and Classification of Members of the
Group.
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Inapplicable.
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Item 9
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Notice of Dissolution of Group.
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Inapplicable.
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Item 10
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Certification.
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By
signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are
not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect, other
than activities solely in connection with a nomination under §
240.14a-11.
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CUSIP No. 70532Y303
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SCHEDULE
13G
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Page
6 of
6
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SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.
Date:
October 8, 2021
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/s/ Viktor Tkachev
Viktor Tkachev
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