Newlin Stephen D Form 4 Univar / STEPHEN D NEWLIN 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^*

NEWLIN STEPHEN D

(Last) (First) (Middle)

C/O UNIVAR INC.

3075 HIGHLAND PARKWAY, SUITE 200

(Street)

DOWNERS GROVE IL 60515

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Univar Inc. [ UNVR ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2017

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	02/28/2017		M		20,834	A	$0(1)	169,382	D
Common Stock	02/28/2017		M		12,500	A	$0(1)	181,882	D
Common Stock								28,892	I	By Trust

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 Units (RSUs)	(1)	02/28/2017		M			20,834	(2)	(2)	Common Stock	20,834	$0.0000	187,502	D
Restricted Stock Units (RSUs)-3	(1)	02/28/2017		M			12,500	(3)	(3)	Common Stock	12,500	$0.0000	287,500	D

Explanation of Responses:

1. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. This transaction represents the vesting of restricted stock units in shares of common stock on their scheduled vesting date.

2. This amount was granted on Reporting Person's Form 4 filed on June 1, 2016 (the "Grant Form 4"). The RSUs that have vested have satisfied both the Time Based Vesting Condition and the stock price conditions described in footnote 4 to the Grant Form 4. 31,251 RSUs are subject to the Time Based Vesting Condition but have satisfied the stock price conditions described in footnote 4 to the Grant Form 4. 31,251 RSUs are subject only to the Time Based Vesting Condition defined in footnote 2 to the Grant Form 4. The remaining RSUs are subject to the Time Based Vesting Condition and the stock price conditions described in footnote 5 of the Grant Form 4, and subject to the Reporting Person's continuing to be employed by the Issuer through each such date.

3. This amount was granted on Reporting Person's Form 4 filed on January 30, 2017 (the "Grant Form 4"). These RSUs are subject to the Time-Based Vesting Condition defined in footnote 2 to the Grant Form 4, and subject to the Reporting Person's continuing to be employed by, or providing services as a Director to the Issuer through each such date.

	/s/ Filomena Y. Trombino, Attorney-in-Fact for Stephen D. Newlin	03/02/2017
	** 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).
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