Mercer International (MERC) Form 4 MERCER INTERNATIONAL / PETER R KELLOGG 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^*

KELLOGG PETER R

(Last) (First) (Middle)

48 WALL STREET

C/O IAT REINSURANCE CO. LTD

(Street)

NEW YORK NY 10005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MERCER INTERNATIONAL INC. [ MERC ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/23/2017

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	05/23/2017		P		14,200	A	$11.3	1,364,200	I	Via Bermuda Partners
Common Stock	05/24/2017		P		2,815	A	$11.248(1)	1,367,015	I	Via Bermuda Partners
Common Stock	05/25/2017		P		18,485	A	$11.403(2)	1,385,500	I	Via Bermuda Partners
Common Stock	05/26/2017		P		526	A	$11.4	1,386,026	I	Via Bermuda Partners
Common Stock								130,189	D
Common Stock								175,000	I	Via E.G. Anderson Inc.
Common Stock								100,000	I	Via Non Marital PRK Trust
Common Stock								54,000	I	Via Mill River Farm
Common Stock								1,290,000	I	Via Spouse
Common Stock								20,000	I	Via C. Kellogg & P Kellogg TTEE U/W Charles A Kirkland Trust
Common Stock								13,461,737	I	Via IAT ReInsurance Co. Ltd.
Common Stock								35,000	I	Via the Myth and Barnegat Restoration Society, Inc.
Common Stock								5,000	I	Via C. Kellogg & P Kellogg TTEE U/W Anne Kirkland Trust
Common Stock								1,000	I	Via Cardia Company Inc.
Common Stock								100,000	I	Via Acceptance Casualty
Common Stock								225,000	I	Via Acceptance Indemnity
Common Stock								1,000,000	I	Via Harco
Common Stock								503,030	I	Via Occidental
Common Stock								100,000	I	Via Peter and Cynthia Kellogg Foundation
Common Stock								538,426	I	Via Transguard
Common Stock								628,030	I	Via Wilshire

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

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $11.24 to $11.25. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

2. This transaction was executed in multiple trades at prices ranging from $11.34 to $11.445. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

	/s/ Marguerite Gorman, attorney-in-fact	05/30/2017
	** 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).
** 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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