KINGSWOOD CAPITAL MARKETS
Division of Benchmark Investments, Inc.
17 Battery Place, Suite 625
New York, New York 10004
April 23, 2021
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
Attention: Nick Lamparski, Esq.
| Re: | Protagenic Therapeutics, Inc. Registration Statement on Form S-l File No. 333-253006 |
Ladies and Gentlemen:
Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), the undersigned, as representative of the underwriters of Protagenic Therapeutics, Inc.’s proposed public offering of its units, with each unit consisting of one share of common stock and one warrant to purchase one share of common stock, we hereby join Protagenic Therapeutics, Inc.’s request for acceleration of the above-referenced Registration Statement, requesting acceleration of the effective date to 5:00 p.m. (Eastern time) on Monday, April 26, 2021, or as soon thereafter as is practicable.
In accordance with Rule 460 under the Securities Act, and in connection with the foregoing, please be advised that between April 7, 2021 and the date hereof, we have distributed approximately 500 copies of the Preliminary Prospectus, dated April 7, 2021 to prospective dealers, institutional investors, retail investors and others.
The undersigned confirms that they have complied with and will continue to comply with, and that they have been informed by the participating underwriters and dealers that they have complied with and will continue to comply with, Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, in connection with the above-referenced issue.
Very truly yours,
KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, Inc. | ||
| By: | /s/ Sam Fleischman | |
| Name: | Sam Fleischman | |
| Title: | Supervisory Principal | |
