UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~April~~January 2130, ~~2017~~2018

STERLING GROUP VENTURES, INC.
(Exact name of registrant as specified in its charter)

Nevada	000-51775		72-1535634
(State or other jurisdiction	(Commission		(IRS Employer
of incorporation)	File Number)		Identification No.)
Unit 2, 155 Water Street,
Unit 520, 409 Granville Street,
Vancouver, B.C., Canada		~~V6B~~V6C ~~1A7~~1T2
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (604) 564-0765

~~n/a~~Unit 2, 155 Water Street, Vancouver, BC, Canada V6B 1A7 (Former name or former address, if changes since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e -4(c))

Section 37 – ~~Securities~~Regulation ~~and Trading Markets~~ FD

ITEM 37.~~02 UNREGISTERED~~01. ~~SALES~~REGULATION OFFD ~~EQUITY SECURITIES~~DISCLOSURE.

~~The~~On ~~Company~~January ~~has~~30, ~~arranged a $703~~2018,~~992.00~~ ~~private placement. Under~~ the ~~terms of the private placement, The~~ Company ~~will~~distributed ~~issue~~a ~~5,866,600~~news ~~common~~release ~~shares~~regarding atcorporate $0update.~~12 and 5,866,600 Series "G" warrants.~~ ~~The~~A ~~Series~~copy ~~"G" warrants are convertible at $0.15 with a term~~ of ~~1 year, expiring April 21, 2018. The securities were sold for cash under written Subscription Agreements between~~ the ~~Company~~press ~~and~~release ~~several~~is ~~investors.~~attached ~~The~~hereto ~~Corporation~~as ~~receives~~Exhibit ~~$703,992~~99.001 in cash proceeds from the offering. The shares were issued with a Rule 144 based upon the exemption from registration found in Section 4(2) and Regulation S of the Securities Act. Each purchaser for cash executed a written subscription agreement, had an opportunity to ~~ask~~this ~~questions~~Form ~~and~~8-K ~~receive answers from management~~ and ~~was~~is ~~informed~~incorporated ~~about~~herein ~~the~~by ~~limitations on resale under Rule 144~~reference.

Section 9 – Financial Statements and Exhibits

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No.	Description
99.1	Press Release "STERLING GROUP VENTURES: CORPORATE UPDATE " dated ~~April~~January 2430, ~~2017~~2018.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

STERLING GROUP VENTURES, INC.

/s/Nicolaos Mellios
Nicolaos Mellios
Chairman & CEO

~~April~~January 2430, ~~2017~~2018

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