P2 Capital Partners Form 4 BLOUNT INTERNATIONAL / CLAUS J MOLLER 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^*

P2 Capital Partners, LLC

(Last) (First) (Middle)

590 MADISON AVENUE, 25TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLOUNT INTERNATIONAL INC [ BLT ]

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)
11/23/2015

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

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	11/23/2015		S		18,304	D	$5.2782(1)	1,279,551	I	By P2 Capital Master Fund I, L.P.(2)
Common Stock	11/24/2015		S		6,336	D	$5.436	1,273,215	I	By P2 Capital Master Fund I, L.P.(2)
Common Stock	11/23/2015		S		30,584	D	$5.2782(1)	2,137,992	I	By P2 Capital Master Fund VI, L.P.(2)
Common Stock	11/24/2015		S		10,587	D	$5.436	2,127,405	I	By P2 Capital Master Fund VI, L.P.(2)
Common Stock	11/23/2015		S		55,112	D	$5.2782(1)	3,852,660	I	By P2 Capital Master Fund IX, L.P.(2)
Common Stock	11/24/2015		S		19,077	D	$5.436	3,833,583	I	By P2 Capital Master Fund IX, L.P.(2)

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

1. Name and Address of Reporting Person^*

P2 Capital Partners, LLC

(Last) (First) (Middle)

590 MADISON AVENUE, 25TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

MOLLER CLAUS J

(Last) (First) (Middle)

590 MADISON AVENUE, 25TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Explanation of Responses:

1. This transaction was executed in multiple trades at prices ranging from $5.09 to $5.45 per share, inclusive. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake 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. P2 Capital Partners, LLC (the "Manager"), as the investment manager of P2 Capital Master Fund I, L.P., P2 Capital Master Fund VI, L.P. and P2 Capital Master Fund IX, L.P. (the "Funds"), and Claus Moller, as managing member of the Manager, may be deemed to own beneficially the shares of Common Stock that are owned directly by the Funds. Each of the Manager and Mr. Moller disclaims beneficial ownership of such shares, except to the extent of any pecuniary interest therein, and this report shall not be deemed to be an admission that either reporting person is, for the purposes of Section 16 or for any other purpose, the beneficial owner of such shares.

	/s/ Claus Moller, Managing Member, on behalf of P2 Capital Partners, LLC	11/25/2015
	/s/ Claus Moller	11/25/2015
	** 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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