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

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 *
Galvin Paul M.
   2. Issuer Name and Ticker or Trading Symbol
SG BLOCKS, INC. [SGBX*] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO
(Last)
(First)
(Middle)
C/O SG BLOCKS, INC.,, 195 MONTAGUE STREET, 14TH FLOOR		 3. Date of Earliest Transaction (Month/Day/Year)
03/10/2017
(Street)

BROOKLYN,, NY 11201		 4. If Amendment, Date 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
(City)
(State)
(Zip)
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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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
Stock Option (right to buy) (1) 03/10/2017   A   105,957     (3) 03/10/2027 Common Stock 105,957 $ 0 (4) 105,957 D  
Stock Option (right to buy) (2) 03/10/2017   A   79,468     (3) 03/10/2027 Common Stock 79,468 $ 0 (4) 79,468 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Galvin Paul M.
C/O SG BLOCKS, INC.,
195 MONTAGUE STREET, 14TH FLOOR
BROOKLYN,, NY 11201		   X     CEO  

Signatures

 /s/ Paul M. Galvin   03/14/2017
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The options, issued under the issuer's stock incentive plan, will have an exercise price equal to the price per share at which the public purchases shares of common stock in the offering pursuant to which a registration statement on Form S-1 was filed with the Securities and Exchange Commission on February 6, 2017.
(2) The options, issued under the issuer's stock incentive plan, will have an exercise price equal to 120% of the price per share at which the public purchases shares of common stock in the offering pursuant to which a registration statement on Form S-1 was filed with the Securities and Exchange Commission on February 6, 2017.
(3) The options will vest and become exercisable in two tranches: 50% upon the achievement of the first performance target, and the remaining 50% upon the achievement of the second performance target.
(4) The options were granted under the issuer's stock incentive plan and without payment of consideration in connection with the reporting person's employment with the issuer.
 
Remarks:
* The issuer intends to apply for quotation or listing under this symbol in the future.

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