U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): ~~October~~November 2411, 2016

ONCOLOGIX TECH, INC.

(Name of Small Business Issuer as Specified in Its Charter)

Nevada	0-15482	86-1006416
(State or other jurisdiction of	(Commission	(I.R.S. Employer
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
incorporation or organization)	File Number)	Identification No.)

1604 W. Pinhook Rd. #200

Lafayette, LA 70508

(Address of principal executive offices)

(616) 977-9933

(Issuer’s telephone number)

Check the appropriate box below if the Form 8-K 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))

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Registrant’s Form 10-K, any Form 10-Q or any Form 8-K of the Registrant or any other written or oral statements made by or on behalf of the Registrant may contain forward-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the medical device business, and the Company itself. Statements, including without limitation, those related to: future revenue, earnings, margins, growth, cash flows, operating measurements, tax rates and tax benefits; expected economic returns; projected operating results, future strength of the Company; future brand positioning; achievement of the Company vision; future marketing investments; the introduction of new lines or categories of products; future growth or success in specific countries, categories or market sectors; capital resources and market risk are forward-looking statements. In addition, words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “intends,” “is likely,” “plans,” “predicts,” “projects,” “should,” “will,” variations of such words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Risk Factors”) that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements.

Readers are cautioned not to place undue reliance on such forward-looking statements as they speak only of the Registrant’s views as of the date the statement was made. The Registrant undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

ITEM 1.01 – Entry into a Material Definitive Agreement

ITEM 5.01 – Changes in Control of Registrant

~~Series~~Update to Series B Convertible ~~Preferred~~ Stock ~~Series~~Purchase Agreement (SPA). On ~~August~~November 2811, 2016, ~~the Board of Directors of~~ Oncologix Tech, Inc. ( the “Company”) ~~approved~~issued ~~the~~to ~~designation~~Diversified ofInnovative 68Marketing Enterprises,~~000~~ ~~shares of a new series of preferred stock~~Ltd. ~~The Series B Convertible Preferred Shares~~ (“~~Preferred Share(s)~~DIMEVC”) ~~with~~a ~~the~~Notice ~~following~~of ~~rights~~Default ~~and~~with ~~privileges:~~a ~~(i)~~time ~~Each~~period ~~Preferred~~to Cure ~~Share~~for ~~shall~~breach ~~have~~of acontract ~~par~~by ~~value~~DIMEVC of ~~$0.001;~~its ~~(ii)~~executed ~~each Preferred~~Series ~~Share~~B ~~shall~~Convertible ~~not~~Stock bePurchase ~~entitled~~Agreement todated ~~receive~~August ~~any~~31, ~~dividends;~~2016. ~~(iii)~~DIMEVC has ~~Each~~until ~~Preferred~~November ~~Share~~16, ~~shall~~2016, ~~have~~to ~~the~~provide ~~voting~~proof ~~power~~ of ~~0.1% of~~funding ~~the~~and ~~shares~~delivery of ~~common~~an ~~stock~~Amendment ~~and~~# ~~Preferred~~1 ~~Shares~~to ~~taken~~provide ~~together;~~new ~~(iv)~~funding ~~Each~~dates ~~Preferred~~with ~~Share~~delivery of ~~shall~~initial betranche ~~convertible~~money ~~into~~by ~~.001%~~November ~~of the~~23, ~~number~~2016. ofIf the ~~issued~~SPA ~~and~~is ~~outstanding~~terminated, ~~shares~~the ofCompany ~~Common~~may ~~Stock~~seek atDamages ~~that~~for ~~time.~~false ~~The~~Representations and ~~complete~~Warranties ~~designations~~represented ~~are~~by ~~included~~the ~~in Exhibit 99~~Purchaser.1.

~~Series~~ITEM ~~B Convertible Preferred Stock Purchase Agreement~~8.01 On– ~~August~~Other 31, 2016, Oncologix Tech, Inc. (the “Company”), entered into a Series B Convertible Preferred Stock Purchase Agreement (“Agreement”) with Diversified Innovative Marketing Enterprises, Ltd. (DIMEVC) for the purchase of up to 53,000 shares of its Series B Convertible Preferred Stock for a total investment of up to ten million dollars ($10,000,000) to be utilized for debt restructuring, working capital, and acquisition capital. The ten million dollar investment is to be issued to the Company in three (3) tranches in the amounts of four million dollars, one million dollars and five million dollars, respectively. The tranches are to be delivered over a period of ninety (90) days. The initial tranche of four million dollars was to be delivered on September 2, 2016. As of the filing of this report, no funds have been received by Oncologix pursuant to the executed contracts and DIMEVS is in default. The CEO of DIMEVC stated that the funds were stolen by an offshore party that has not been disclosed to the Company and that they are seeking to recover the funds. Further, the CEO of DIMEVS stated that when the funds are recovered the Company will be funded within thirty (30) days. No shares of Preferred Stock have been, or will be, conferred until successful funding. Upon the successful funding of the ten million dollars, DIME would have effective control of 53% of the Company’s voting and outstanding shares of stock. The Series B Convertible Preferred Stock Purchase Agreement is attached in Exhibit 99.2.Events

~~Senior~~On ~~Secured~~October ~~Credit~~26, ~~Agreement Amendment Payoff. During August 2016~~2015, the Company, ~~together~~entered ~~with~~into ~~the~~a ~~participation~~three ofmonth ~~the~~Secured ~~CEO~~Promissory ~~at DIMEVC,~~Note ~~negotiated in good faith~~ with ~~its~~Lewis ~~senior~~Family ~~secured~~Group ~~lender,~~Fund ~~TCA~~LP (“Lewis ~~Global~~ Fund”) (~~TCA~~www.lewisfamilygroup.com) ~~for~~ a ~~final~~Delaware ~~settlement~~limited ofpartnership ~~its~~to ~~Senior~~borrow ~~Secured Credit Agreement~~$100,000. The ~~Company,~~note ~~together~~bore ~~with~~an interest ~~DIMEVC~~rate ~~executed~~of ~~all~~forty-eight ~~legal~~percent ~~documents,~~(48%) ~~with~~and arequired, ~~final~~monthly ~~Settlement~~interest ~~payment~~payments ~~to TCA~~ of $24,~~169,972~~000.~~54. This~~ ~~payoff~~In ~~amount was valid and binding through September 2~~January, ~~2016.~~the ~~At this time,~~ due todate ~~the lapse~~ of that ~~time~~note ~~and~~was ~~failure~~extended ~~of DMIVES~~ to ~~execute~~February 8, ~~the~~2016 ~~Company~~for ~~remains~~an inextension ~~default~~fee ~~under the terms~~ of ~~the TCA Credit Agreement~~$5,000.

~~Extension~~After ofnegotiation, ~~Series~~on BMay ~~Convertible~~26, ~~Preferred~~2016, ~~Stock~~the ~~Purchase~~Company, ~~Agreement.~~together Onwith ~~September~~its 5,Subsidiaries ~~2016~~Amian Angels, ~~Oncologix~~Inc. ~~Tech,~~and Esteemcare Inc., ~~(the~~entered ~~“Company”)~~into ~~and~~a ~~DIMEVC~~Secured ~~verbally~~Convertible ~~agreed~~Promissory toNote anwith ~~extension~~Lewis ofFund. ~~the~~The ~~Stock~~new ~~Purchase~~repayment ~~Agreement~~amount toof ~~October~~$140,000 31included a $40,000 ~~2016~~additional fee for this extension period. ~~The~~This ~~Company~~note ~~agreed~~bears tointerest aat ~~thirty~~ twenty percent (3020%), ~~extension~~with a default interest rate of 40% and is convertible into the ~~Agreement~~Company’s ~~but~~common ~~has~~stock ~~agreed~~at to70% ~~modify~~of ~~terms~~the toaverage ~~include~~three ~~two~~lowest ~~(2)~~closing ~~separate~~bid ~~five~~prices ~~million~~in ~~dollar~~the ~~tranches~~previous 20 trading days. ~~Based~~This onnote ~~the~~is ~~Stock~~secured ~~Purchase~~by ~~Agreement~~the ~~and~~assets ~~DIMEVC~~of ~~representations,~~ the Company ~~believes~~and itits ~~will~~subsidiaries beand ~~able~~is a second position to ~~settle~~our ~~with~~senior ~~TCA~~secured atlender’s note. Monthly interest payments of $2,333.33 were paid on the ~~previous~~26th of each month with the final payment of principal ~~mutually~~and ~~agreed~~interest ~~upon~~due ~~payoff~~September ~~amounts~~26, 2016.

In mid-September 2016, due to the failure of obtaining the funding by DIMEVC, we requested an additional contract extension. A one month extension to October 26, 2016, was granted for an additional $5,000 extension fee which increased the note balance to $145,000. In October, prior to the due date, the Company again requested an additional extension to December 31, 2016. Lewis Fund requested an additional $15,000 in fees, of which $10,000 of these fees were to be paid in total by November 30, 2016, and $5,000 were to be added to the outstanding principal balance to increase the balance to $150,000. To date, this agreement has not been signed by the Company. We mutually have agreed to changes to this document, yet after 14 days, Lewis Fund has not delivered that revised agreement, yet implies litigation if we do not make payments on the additional $10,000 in fees. The Company has already paid $4,500 of the $10,000 fees. Copies of these agreements are attached as exhibits, including the new unexecuted extension. Since the latest extension agreement was not signed, as of November 15, 2016, the fees included added to the principal balance total $45,000 and the actual cash interest payments total $17,833.32 for a grand total of $63,833.32. The effective interest on this note, including interest paid and extension fees added to the principal balance, now is 59.41% as of November 15, 2016.

It is the Company’s belief that this lender may initiate legal action if we do not accept these new terms and deliver the cash payments, even prior to signing the agreement, which may result in forcing the Company into a Bankruptcy situation. Further, we believe this lender will look to seize the assets of the company which may shut down the Company and may lead to a failure to make payroll. We are currently seeking legal counsel regarding this matter including what defenses we may have against what we believe may be usurious interest and fees, under applicable New York State statutes, in addition to potential violations of other laws by the lender.

ITEM 9.01 – Financial Statements and Exhibits

99.1 Series B Convertible Preferred Stock Designations

	99.1	DIVEVC Default Notice

	99.2	Secured Promissory Note Dated October 26, 2015

	99.3	Secured Convertible Promissory Notet Dated May 26, 2016

	99.4	Convertible Note Modification dated September 22, 2016

	99.5	Convertible Note Modification Dated October 26, 2016.

~~99.2 Series B Convertible Preferred Stock Purchase Agreement~~3

SIGNATURES

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

Dated: October 26, 2016
Dated: November 15, 2016
	ONCOLOGIX TECH, INC.
	By:	/s/ Roy Wayne Erwin
		Roy Wayne Erwin, Chief Executive Officer
	By:	/s/ Michael A. Kramarz
		Michael A. Kramarz, Chief Financial Officer,

3.4

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