FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Checkmate Strategic Capital 2, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
01/15/2021
3. Issuer Name and Ticker or Trading Symbol
QSAM Biosciences, Inc. [QSAM]
(Last)
(First)
(Middle)
595 E. COLORADO BLVD., SUITE 530
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Explanation of Responses
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

PASADENA, CA 91101
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock (1) (2) 6,217,599
I
See Footnote (3)
Common Stock (1) (2) 6,044,605
D (4)
 
Common Stock (1) (2) 762,088
D (5)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Convertible Preferred Stock 01/15/2021   (6) Common Stock 1,912,500 $ 0.16 I See Footnote (7)
Series B Convertible Preferred Stock 01/15/2021   (6) Common Stock 937,500 $ 0.16 I See Footnote (8)
Series B Convertible Preferred Stock 01/15/2021   (6) Common Stock 975,000 $ 0.16 D (9)  
Warrants 01/15/2021 01/14/2022 Common Stock 107,825 $ 0.45 I See Footnote (10)
Warrants 01/15/2021 01/14/2022 Common Stock 475,000 $ 0.45 D (11)  
Series B Convertible Preferred Stock 01/15/2021   (6) Common Stock 937,500 $ 0.16 D (12)  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Checkmate Strategic Capital 2, LLC
595 E. COLORADO BLVD.
SUITE 530
PASADENA, CA 91101
    X   See Explanation of Responses
Paschall Charles Thomas
595 E. COLORADO BLVD.
SUITE 530
PASADENA, CA 91101
      Member of 13(d) 10% owner grp
Checkmate Strategic Capital Holdings, LLC
595 E. COLORADO BLVD.
SUITE 530
PASADENA, CA 91101
      Member of 13(d) 10% owner grp
Checkmate Capital Group, LLC
595 E. COLORADO BLVD.
SUITE 530
PASADENA, CA 91101
    X   Member of 13(d) 10% owner grp

Signatures

Checkmate Strategic Capital 2, LLC <br> By: /s/ Charles Thomas Paschall 01/27/2021
**Signature of Reporting Person Date

Charles Thomas Paschall<br> By: /s/ Charles Thomas Paschall 01/27/2021
**Signature of Reporting Person Date

Checkmate Capital Group, LLC <br> By: /s/ Charles Thomas Paschall 01/27/2021
**Signature of Reporting Person Date

Checkmate Strategic Capital Holdings, LLC <br> By: /s/ Charles Thomas Paschall 01/27/2021
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) This Form 3 is filed jointly by Charles Thomas Paschall, Checkmate Strategic Capital 2, LLC, Checkmate Capital Group, LLC, and Checkmate Strategic Capital Holdings, LLC (collectively, the "Reporting Persons").
(2) Each Reporting Person is a member of a Section13(d) group that owns in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock, as disclosed in a Schedule 13D, filed on behalf of the Reporting Persons on January 26, 2021. As such, each Reporting Person may be deemed to beneficially own more than 10% of the Issuer's outstanding shares of Common Stock.
(3) Mr. Paschall is the sole member of Checkmate Strategic Capital 2, LLC, and a member holding (as of January 27, 2021) 22.7% membership interest of Checkmate Capital Group, LLC. Checkmate Strategic Capital 2, LLC and Checkmate Capital Group, LLC beneficially own 6,044,605 and 762,088 shares of Common Stock, respectively. As such, Mr. Paschall beneficially owns 6,217,599 shares of Common Stock, calculated on a pro-rata basis with respect to Checkmate Capital Group, LLC.
(4) Shares of Common Stock beneficially owned by Checkmate Strategic Capital 2, LLC.
(5) Shares of Common Stock beneficially owned by Checkmate Capital Group, LLC.
(6) Series B Convertible Preferred Stock is convertible into Common Stock pursuant to terms of the Certificate of Designation filed by the Issuer on December 29, 2020.
(7) Mr. Paschall is the sole member of Checkmate Strategic Capital 2, LLC, which is a controlling member of Checkmate Strategic Capital Holdings, LLC. As such, Mr. Paschall is deemed to beneficially own the Series B Convertible Preferred Stock owned by these entities, convertible into 1,912,500 shares of Common Stock.
(8) Checkmate Strategic Capital 2, LLC is a controlling member of Checkmate Strategic Holdings, LLC. As such, Checkmate Strategic Capital 2, LLC beneficially owns Series B Convertible Preferred Stock owned by Checkmate Strategic Holdings, LLC, convertible into 937,500 shares of Common Stock.
(9) Shares of Series B Convertible Preferred Stock beneficially owned by Checkmate Strategic Capital 2, LLC.
(10) Mr. Paschall is a member of Checkmate Capital Group, LLC, holding 22.7% of its membership interest, as of January 27, 2021. As such, Mr. Paschall has a proportional pecuniary interest in the warrants beneficially owned by Checkmate Capital Group, LLC.
(11) Warrants beneficially owned by Checkmate Capital Group, LLC.
(12) Shares of Series B Convertible Preferred Stock beneficially owned by Checkmate Strategic Capital Holdings, LLC.

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