Oncolix Form 4 Advanced Environmental Petroleum Producers / J DONALD PAYNE ownership change

SEC Form 4

FORM 4

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

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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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

1. Name and Address of Reporting Person^*

PAYNE J DONALD

(Last) (First) (Middle)

9128 LAKES AT 610 DRIVE

(Street)

HOUSTON TX 77054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Advanced Environmental Petroleum Producers Inc. [ AEPP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/03/2017

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 Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/03/2017		A		400,000	A	(1)	2,028,000(3)	D
Series A Preferred Stock	08/03/2017		A		14,000(1)	A	(1)	28,000(3)	D
Common Stock	08/03/2017		D		61,465,130(2)	A	(2)	2,028,000(3)	D(2)(3)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Preferred Stock	$0.075(1)(4)	08/03/2017		A		14,000(1)(4)		08/03/2017	01/01/2050(4)	Common Stock	14,000	(1)	28,000(3)	D
Warrant to acquire Series A Preferred	$0.0825	08/03/2017		A		14,000(1)		08/03/2017	01/16/2020	Series A Preferred Stock	14,000	(1)	28,000	D
Option to acquire Common Stock	$0.005	08/03/2017		A		500,000(1)		08/03/2017	04/25/2021	Common Stock	500,000	(1)	1,600,000(1)	D
Option to acquire Common Stock	$0.015	08/03/2017		A		1,100,000(1)		08/03/2017	11/28/2021	Common Stock	1,100,000	(1)	1,600,000	D

Explanation of Responses:

1. On August 3, 2017, a wholly-owned subsidiary of AEPP, AEPP Merger Sub, Inc., merged with and into Oncolix, Inc. Oncolix was the surviror of the merger (Merger) and Oncolix became a wholly-owned subsidiary of AEPP. In connection with the Merger, the Oncolix securities owned were converted into the right to receive securities of AEPP.

2. As reflected on his Form 3 filed on April 11, 2017, Mr. Payne may be deemed a beneficial owner of such 61,465,130 shares owned by Oncolix, Inc., as a result of Mr. Payne being an executive officer of Oncolix, Inc.; however, Mr. Payne disclaimed any such beneficial ownership in the 61,465,130 shares owned by Oncolix, Inc. The 61,465,130 shares of common stock owned by Oncolix, Inc. were disposed to, and cancelled by, AEPP in connection with the Merger. While Mr. Payne disclaimed any such beneficial ownership, had he owned any such beneficial interest, Mr. Payne disposed of such beneficial ownership to AEPP in connection with such cancellation as provided for in the Merger.

3. Includes (i) 14,000 shares of AEPP common stock issuable upon conversion of AEPP Series A Preferred Stock; (ii) 14,000 shares of AEPP Series A Preferred Stock issuable upon exercise of warrants to acquire AEPP Series A Preferred Stock;(iii) 14,000 shares of shares of AEPP common stock issuable upon the conversion of AEPP Series A Preferred stock that may be acquired pursuant to (ii) herein; and (iv) 1,600,000 shares of AEPP Common Stock that may be acquired pursuant to options.

4. Each share of Series A Preferred Stock is convertible into one share of Common Stock, subject to adjustment. There is no expiration date for conversion.

	J. DOnald Payne	08/07/2017
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.