SEC FORM 5

SEC Form 5

FORM 5

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

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

Miesner Jed

(Last)

(First)

(Middle)

#1 WOODSTONE

(Street)

AMARILLO

79106

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Amazing Energy Oil & Gas, Co. [ AMAZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
07/31/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
AMAZ Common Stock	06/01/2018	06/01/2018	A4	246,668	A	$0.48	326,668	I	Petro Pro Ltd
AMAZ Common Stock	07/27/2018	07/27/2018	G4	50,000	D	$0	326,668	I	Petro Pro Ltd

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
AMAZ Series A Convertible Preferred Stock	$1	04/01/2016		A5	9,000		04/01/2021	04/01/2024	AMAZ Common Stock	990,000	$1	9,000	D
AMAZ Stock Options	$0.4	08/11/2017	08/11/2017	4A	1,250,000⁽¹⁾		08/11/2017	08/11/2022	AMAZ Common Stock	1,250,000	$0.4	5,000,000	D
AMAZ Stock Options	$0.4	09/26/2017	09/26/2017	4A	100,000		09/26/2017	09/26/2021	AMAZ Common Stock	100,000	$0.4	100,000	D
AMAZ Stock Options	$0.4	08/11/2018	08/11/2017	4A	1,250,000⁽²⁾		08/11/2018	08/11/2022	AMAZ Common Stock	1,250,000	$0.4	5,000,000	D

Explanation of Responses:

1. The full option grant consisted of options to purchase 5,000,000 shares of common stock. 1,250,000 shares vested immediately and the remaining 3,750,000 options vest ratably over the following 3 years on the anniversary of the grant.

2. These options are part of the 5,000,000 options granted on August 11, 2017

	Jed Mesiner	09/12/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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