FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Rice William G.
2. Date of Event Requiring Statement (Month/Day/Year)
12/21/2018
3. Issuer Name and Ticker or Trading Symbol
Aptose Biosciences Inc. [APTO]
(Last)
(First)
(Middle)
C/O APTOSE BIOSCIENCES INC., 251 CONSUMERS ROAD, SUITE 1105
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chair, President & CEO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

TORONTO, A6 M2J 4R3
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Shares 133,014
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) 10/28/2013(1) 10/28/2023 Common Shares 35,417 $ 2.61 (3) D  
Employee Stock Option (Right to Buy) 12/10/2013(1) 12/10/2023 Common Shares 65,136 $ 5.48 (4) D  
Employee Stock Option (Right to Buy) 01/29/2014(1) 01/29/2024 Common Shares 5,281 $ 5.21 (5) D  
Employee Stock Option (Right to Buy) 04/10/2014(1) 04/10/2024 Common Shares 140,000 $ 4.49 (6) D  
Employee Stock Option (Right to Buy) 06/16/2014(1) 06/16/2024 Common Shares 396,129 $ 4.27 (7) D  
Employee Stock Option (Right to Buy) 06/10/2015(2) 06/10/2025 Common Shares 120,000 $ 5.21 (8) D  
Employee Stock Option (Right to Buy) 03/31/2016(2) 03/31/2026 Common Shares 60,000 $ 2.86 (9) D  
Employee Stock Option (Right to Buy) 03/28/2017(2) 03/28/2027 Common Shares 100,000 $ 1.14 (10) D  
Employee Stock Option (Right to Buy) 06/06/2027(2) 06/06/2027 Common Shares 50,000 $ 1.03 D  
Employee Stock Option (Right to Buy) 01/19/2018 01/19/2028 Common Shares 300,000 $ 2.8 D  
Employee Stock Option (Right to Buy) 01/22/2018(2) 01/22/2028 Common Shares 400,000 $ 3.07 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rice William G.
C/O APTOSE BIOSCIENCES INC.
251 CONSUMERS ROAD, SUITE 1105
TORONTO, A6 M2J 4R3
  X     Chair, President & CEO  

Signatures

/s/ Janet Clennett, as attorney-in-fact for William G. Rice 12/21/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Represents date of grant; options are 100% vested as of December 31, 2018.
(2) Represents date of grant; options vest as follows: 50% on first anniversary following date of grant; 1/3 on second anniversary following date of grant; 1/3 on third anniversary following date of grants; and 1/3 on fourth anniversary of date of grant.
(3) Converted from the Canadian exercise price of $3.48 using an exchange rate of Cdn$1.3354 = US$1.00.
(4) Converted from the Canadian exercise price of $7.32 using an exchange rate of Cdn$1.3354 = US$1.00.
(5) Converted from the Canadian exercise price of $6.96 using an exchange rate of Cdn$1.3354 = US$1.00.
(6) Converted from the Canadian exercise price of $6.00 using an exchange rate of Cdn$1.3354 = US$1.00.
(7) Converted from the Canadian exercise price of $5.70 using an exchange rate of Cdn$1.3354 = US$1.00.
(8) Converted from the Canadian exercise price of $6.96 using an exchange rate of Cdn$1.3354 = US$1.00.
(9) Converted from the Canadian exercise price of $3.82 using an exchange rate of Cdn$1.3354 = US$1.00.
(10) Converted from the Canadian exercise price of $1.52 using an exchange rate of Cdn$1.3354 = US$1.00.
 
Remarks:
Exhibit 24.1:  Power of Attorney

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