Martin M Ellen Form 4 Dr Pepper Snapple / MARTIN M ELLEN ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ELLEN MARTIN M

(Last) (First) (Middle)

5301 LEGACY DRIVE

(Street)

PLANO TX 75024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dr Pepper Snapple Group, Inc. [ DPS ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Executive Vice President & CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	03/02/2018		M(1)		5,516	A	$0.00	5,516	D
Common Stock	03/02/2018		J(2)		408	A	$0.00	5,924	D
Common Stock	03/02/2018		F(3)		2,332	D	$0.00	3,592	D
Common Stock	03/02/2018		J(4)		3,592	D	$0.00	0(5)	D
Common Stock	03/02/2018		J(4)		3,592	A	$0.00	78,653(5)	I	By Limited Partnership

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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
Restricted Stock Unit	$0.00(6)	03/02/2018		A		13,420		(7)	(7)	Common Stock	13,420	$0.00	13,420	D
Restricted Stock Unit	$0.00(6)	03/02/2018		M(1)			5,516	(8)	(8)	Common Stock	5,516	$0.00	0	D

Explanation of Responses:

1. These shares represent restricted stock units granted pursuant to the Issuer's Omnibus Stock Incentive Plan of 2009 that vested on March 2, 2018.

2. These shares are restricted stock units (acquired with dividend equivalent payments made under the Issuer's dividend reinvestment plan with respect to the shares referenced in footnote (1) above) that vested on March 2, 2018.

3. Represents shares withheld by Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units referenced in footnotes (1) and (2) above.

4. The reporting person directed that the 3,592 shares beneficially owned by reporting person be transferred to Martin Robin Partners, L.P., in which the reporting person has a pecuniary interest.

5. 78,653 shares are beneficially owned by Martin Robin Partners, L.P.,in which the reporting person has a pecuniary interest.

6. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock and is granted pursuant to the Issuer's Omnibus Stock Incentive Plan of 2009.

7. These restricted stock units vest in one installment on March 4, 2021 and will be settled in shares of the Issuer's Common Stock on the vesting date.

8. These restricted stock units vest in one installment three years from the date of grant and will be settled in shares of the Issuer's Common Stock on the vesting date.

Remarks:

	Wayne R. Lewis, attorney in fact	03/06/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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