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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BRAVERMAN NEIL K
2. Issuer Name and Ticker or Trading Symbol

AMERICAN POWER GROUP Corp [ apgi ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

C/O PATHSTONE FAMLY OFFICE, 1 BRIDGE PLAZA SUITE 550
3. Date of Earliest Transaction (MM/DD/YYYY)

1/8/2016
(Street)

FORT LEE, NJ 07024
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   6/30/2016     J (1)    438715   (2) A $0.14   462532   I   Member of Entity  
Common Stock   6/30/2016     J (1)    24032   (3) A $0.14   486564   I   Member of Entity  
Common Stock   7/11/2016     P    716071   (2) A $0.14   1202635   I   Member of Entity  
Common Stock   8/24/2016     P    476190   (2) A $0.21   1678825   I   Member of Entity  
Common Stock   8/30/2016     P    217391   (2) A $0.23   1896216   I   Member of Entity  
Common Stock   12/31/2016     J (1)    441583   (2) A $0.13   2337799   I   Member of Entity  
Common Stock   12/31/2016     J (1)    6109   (3) A $0.13   2343908   I   Member of Entity  
Common Stock   2/3/2017     J (1)    1026132   (2) A $0.13   3370040   I   Member of Entity  
Common Stock   3/16/2017     P    500000   (3) A $0.1   3870040   I   Member of Entity  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 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
10% Convertible Preferred Stock     (4) 1/8/2016     P      5   (2)        (4)   (4) Common Stock   5000000   $0.1   9712296   I   Member of Entity  
Common Stock Purchase Warrant   $0.1   1/8/2016     P      10000000   (2)        (5)   (5) Common Stock   10000000   $0.1   14631621   I   Member of Entity  
Common Stock Purchase Warrant   $0.14   7/11/2016     P      716071   (2)        (5)   (5) Common Stock   716071   $0.14   15347694   I   Member of Entity  
Common Stock Purchase Warrant   $0.21   8/24/2016     P      476190   (2)        (5)   (5) Common Stock   476190   $0.21   15823884   I   Member of Entity  
Common Stock Purchase Warrant   $0.23   8/30/2016     P      217391   (2)        (5)   (5) Common Stock   217391   $0.23   16041275   I   Member of Entity  
Common Stock Purchase Warrants   $0.2   9/13/2016     P      6950000         (5)   (5) Common Stock   6950000   $0.2   22991275   D    

Explanation of Responses:
( 1)  Shares of common stock received in lieu of cash for Convertible Preferred Stock
( 2)  The reported securities are owned directly by Associated Private Equity, LLC of which Mr. Braverman is a member. Mr. Braverman disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
( 3)  The reported securities are owned by North Military, Ltd of which Mr. Braverman is a member. Mr. Braverman disclaims beneficially ownership of the reported securities except to the extent of his pecuniary interest therein.
( 4)  The Preferred Stock is convertible at any time, at the holder's election and has no expiration date. Each share of Preferred Stock has a fair value of $100,000 and is convertible into shares of Common Stock at a conversion price of $.10 per share.
( 5)  The warrants are immediately exercisable for a term of 10 years from date of grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BRAVERMAN NEIL K
C/O PATHSTONE FAMLY OFFICE
1 BRIDGE PLAZA SUITE 550
FORT LEE, NJ 07024
X X


Signatures
/s/ Charles E Coppa, attorney in fact 3/17/2017
** 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 control number.
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