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 *
van Vlissingen FH Fentener Drs.
  2. Issuer Name and Ticker or Trading Symbol
Coda Octopus Group, Inc. [CODA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
ALBERT HAHNPLANTSOEN 23
3. Date of Earliest Transaction (Month/Day/Year)
02/12/2018
(Street)

AMSTERDAM, P7 1077BM
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
Common Stock 02/12/2018   P   2,777 A $ 4.61 1,030,903 I Through Forest Manor N.V.
Common Stock 02/13/2018   P   45,600 A $ 4.65 1,076,503 I Through Forest Manor N.V.
Common Stock 03/26/2018   P   7,324 A $ 3.35 1,083,827 I Through Forest Manor N.V.
Common Stock 03/27/2018   P   167,180 A $ 3.35 1,251,007 I Through Forest Manor N.V.
Common Stock 11/08/2018   P   23,965 A $ 4.4 1,274,972 I See Footnote (1)
Common Stock 03/21/2019   S   17,162 D $ 11.35 1,257,810 I Through Sandy Hills BV (2)
Common Stock 03/21/2019   S   5,197 D $ 11.45 1,252,613 I Through Sandy Hills BV
Common Stock 03/22/2019   S   3,244 D $ 11 1,249,369 I Through Sandy Hills BV
Common Stock 03/25/2019   S   2,002 D $ 11 1,247,367 I Through Sandy Hills BV
Common Stock 03/26/2019   S   8,534 D $ 10.8 1,238,833 I Through Sandy Hills BV
Common Stock 03/26/2019   S   2,229 D $ 10.75 1,236,604 I Through Sandy Hills BV
Common Stock 03/27/2019   S   1,902 D $ 10.51 1,234,702 I Through Sandy Hills BV
Common Stock 03/28/2019   S   5,200 D $ 10.11 (3) 1,229,502 I Through Sandy Hills BV
Common Stock 04/01/2019   S   17,830 D $ 10.09 (4) 1,211,672 I Through Sandy Hills BV
Common Stock 04/02/2019   S   20,770 D $ 10.19 (5) 1,190,902 I Through Sandy Hills BV
Common Stock 04/03/2019   S   890 D $ 10.3 1,190,012 I Through Sandy Hills BV

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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
van Vlissingen FH Fentener Drs.
ALBERT HAHNPLANTSOEN 23
AMSTERDAM, P7 1077BM
    X    

Signatures

 /s/ Drs FH Fentener van Vlissingen   05/17/2019
**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) Of the 1,274,972 shares owned by the reporting person, 23,965 are held indirectly through Sandy Hills BV and 1,251,007 are held indirectly through Forest Manor N.V.
(2) On December 12, 2018, the shares held by Forest Manor N.V. were transferred to Sandy Hills BV in a transaction exempt under Rule 16a-13.
(3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.01 to $10.20, inclusive. The reporting person undertakes to provide to Coda Octopus Group, Inc., any security holder of Coda Octopus Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this Footnote (3).
(4) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.01 to $10.30, inclusive. The reporting person undertakes to provide to Coda Octopus Group, Inc., any security holder of Coda Octopus Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this Footnote (4).
(5) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $10.15 to $10.40, inclusive. The reporting person undertakes to provide to Coda Octopus Group, Inc., any security holder of Coda Octopus Group, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this Footnote (5).

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