Sec Form 4 Filing - COTHILL MICHAEL @ HAMMER FIBER OPTICS HOLDINGS CORP - 2016-06-09

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person COTHILL MICHAEL 2. Issuer Name and Ticker or Trading Symbol HAMMER FIBER OPTICS HOLDINGS CORP [ HMMR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman (Last) (First) (Middle) 1017 RIVERSCAPE STREET 3. Date of Earliest Transaction (MM/DD/YY) 06/09/2016 (Street) BRADENTON, FL34208 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Par Value $0.001 08/01/2016 J( 1 ) 4,350,000 A 4,350,000 I Ambleside Trust ( 2 ) Common Stock Par Value $0.001 06/09/2016 G 50,000 D 4,400,000 I Parry Fund Education ( 3 ) Common Stock Par Value $0.001 06/09/2016 G 100,000 D 4,500,000 I Owned by Spouse ( 4 ) Common Stock 09/22/2017 S 8,481 D $ 13.78 4,491,519 I Sold By Spouse

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other COTHILL MICHAEL 1017 RIVERSCAPE STREET BRADENTON, FL34208 Chairman Signatures /s/ Michael P. Cothill 09/26/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares received in like kind exchange for 4,350,000 shares of Hammer Fiber Optic Investments Ltd., a private corporation. ( 2 )The 4,350,000 interest of the reporting person was transferred to a family trust named Ambleside Trust. The Spouse of the reporting person is the sole Trustee of Ambleside Trust and the reporting person has no legal ability to control the business affairs of the Trust whatsoever. ( 3 )The reporting person setup a family education fund under the name of Parry Education Fund and gifted 50,000 shares which were an additional share allocation received in like kind in exchange for shares of Hammer Fiber Optics Investments Ltd, a private company. The Spouse of the reporting person is the sole trustee of the education fund. ( 4 )The reporting person gifted 100,000 shares to his spouse which were an additional share allocation received in like kind in exchange for shares of Hammer Fiber Optics Investments Ltd, a private company.

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).

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