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 *

Clay Thomas Moragne 		2. Issuer Name and Ticker or Trading Symbol

GOLDEN QUEEN MINING CO LTD [ GQM ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O EAST HILL MANAGEMENT COMPANY, LLC, 70 MAIN STREET, SUITE 300 		3. Date of Earliest Transaction (MM/DD/YYYY)

1/25/2018
(Street)

PETERBOROUGH, NH 03458
(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   1/25/2018     J (1)    10163295   D $0.1686   (1) 0   I   By grantor retained annuity trust   (1)
Common Stock                  26114   I   By corporation   (2)
Common Stock                  1806400   D    
Common Stock                  1344269   I   By trust   (3)
Common Stock                  807250   I   By trust   (4)

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

Explanation of Responses:
(1)  On January 25, 2018, the reporting person, as the sole trustee of the Landon T. Clay 2016-2 Annuity Trust u/a dated January 14, 2016 (the "2016-2 GRAT"), authorized the transfer of all 10,163,295 shares of common stock of Golden Queen Mining Co. Ltd. (the "Issuer") held by the 2016-2 GRAT from the 2016-2 GRAT to the Estate of Landon Thomas Clay in satisfaction of the final annuity payment required by the terms of the 2016-2 GRAT. Mr. Landon Thomas Clay died in July 2017 and was the reporting person's father. The price in Column 4 was determined in accordance with the terms of the 2016-2 GRAT and is based on the average trading price of the Issuer's shares of common stock one day prior to the date of the transaction and converted to U.S. dollars at the prevailing conversion rate on such date.
(2)  Represents shares owned by LTC Corporation ("LTC Corp"). The reporting person was appointed president of LTC Corp on November 21, 2017. The Estate of Landon Thomas Clay owns all of the equity interests of LTC Corp. The reporting person disclaims beneficial ownership of the shares held by LTC Corp.
(3)  Represents shares owned by the Monadnock Charitable Lead Annuity Trust dated May 31, 1996 ("Monadnock"). The reporting person provides investment advisory services to Monadnock. The reporting person's late father was the donor of the assets to Monadnock and the reporting person has a remainder beneficial interest in the assets held by Monadnock. The reporting person disclaims beneficial ownership of the shares held by Monadnock except to the extent of his proportionate pecuniary interest therein.
(4)  Represents shares owned by Arctic Coast Petroleums, Ltd. ("Arctic Coast"). The reporting person is a trustee of the Clay Family 2009 Irrevocable Trust dated April 14, 2009 (the "CF 2009 Trust"), which owns 50% of Arctic Coast. The reporting person's late father was the donor of the portion of Arctic Coast held by the CF 2009 Trust. The reporting person is a director of Arctic Coast.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Clay Thomas Moragne
C/O EAST HILL MANAGEMENT COMPANY, LLC
70 MAIN STREET, SUITE 300
PETERBOROUGH, NH 03458 		X X CEO

Signatures
/s/ Thomas M. Clay 1/29/2018
** 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).
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