Lanuto Frank P Form 3 MDC PARTNERS / Frank P Lanuto ownership change

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Lanuto Frank P

(Last) (First) (Middle)

C/O MDC PARTNERS INC.

745 FIFTH AVENUE

(Street)

NEW YORK NY 10151

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/12/2019

3. Issuer Name and Ticker or Trading Symbol
MDC PARTNERS INC [ MDCA ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP, Chief Financial Officer

5. 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 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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: 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
Stock Appreciation Rights(1)	06/10/2020	06/10/2024	Class A Shares	225,000	2.91	D
Stock Appreciation Rights(2)	06/10/2020	06/10/2024	Class A Shares	225,000	5	D

Explanation of Responses:

1. 225,000 SARs granted June 12, 2019, with a base price of $2.91 (the average closing price over the ten-day trading period beginning May 24, 2019 and ending June 7, 2019), will vest in three equal installments on June 10, 2020, June 10, 2021 and June 10, 2022, subject to the Reporting Person's continued employment with the Company through each of the vesting dates. These SARs are to be settled in stock.

2. 225,000 SARs granted June 12, 2019, with a base price of $5.00, will vest in three equal installments on June 10, 2020, June 10, 2021 and June 10, 2022, subject to the Reporting Person's continued employment with the Company through each of the vesting dates. These SARs are to be settled in stock.

	/s/ Frank Lanuto	06/18/2019
	** 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.
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