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

INITIAL STATEMENT OF 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 *

Green Marvin T. III

2. Date of Event Requiring Statement (MM/DD/YYYY)
3/6/2018 

3. Issuer Name and Ticker or Trading Symbol

KMG CHEMICALS INC [KMG]

(Last)        (First)        (Middle)

300 THROCKMORTON ST., STE. 1900

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Chief Financial Officer /

(Street)

FORT WORTH, TX 76102       

(City)              (State)              (Zip)
5. 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 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 STOCK   6874   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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
TIME BASED STOCK AWARD   7/31/2018   7/31/2018   COMMON STOCK   1000   (2) $0   D    
TIME BASED STOCK AWARD   7/31/2018   7/31/2018   COMMON STOCK   375   (2) $0   D    
TIME BASED STOCK AWARD   7/31/2019   7/31/2019   COMMON STOCK   280   (2) $0   D    
TIME BASED STOCK AWARD   7/31/2019   7/31/2019   COMMON STOCK   1000   (2) $0   D    
TIME BASED STOCK AWARD   7/31/2020   7/31/2020   COMMON STOCK   300   (2) $0   D    
PERFORMANCE BASED STOCK AWARD   7/31/2018   7/31/2018   COMMON STOCK   375   (1) $0   D    
PERFORMANCE BASED STOCK AWARD   7/31/2019   7/31/2019   COMMON STOCK   280   (1) $0   D    
PERFORMANCE BASED STOCK AWARD   7/31/2020   7/31/2020   COMMON STOCK   300   (1) $0   D    

Explanation of Responses:
(1)  These are performance based restricted stock units. Vesting of common stock is performance based over a measurement period ended on the above expiration date. Vested shares are issued within approximately 2.5 months after vesting.
(2)  These are time based restricted stock units. Vesting of common stock is based on the avove expiration date. Vested shares are issued within 2.5 months of vesting.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Green Marvin T. III
300 THROCKMORTON ST., STE. 1900
FORT WORTH, TX 76102


Chief Financial Officer

Signatures
Roger C Jackson POA from Marvin T Green, III 3/6/2018
** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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