Milacron (MZIAQ) Form 4 Milacron / Ira G Boots 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^*

Boots Ira G

(Last) (First) (Middle)

C/O MILACRON HOLDINGS CORP.

10200 ALLIANCE ROAD, SUITE 200

(Street)

CINCINNATI OH 45242

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Milacron Holdings Corp. [ MCRN ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/13/2017

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, par value $0.01 per share ("Common Stock")	12/13/2017		M		24,300	A	$6.64	24,300	I	Held by Boots Family Trust #1(1)
Common Stock	12/13/2017		S		24,300	D	$18.2586(2)	0	I	Held by Boots Family Trust #1(1)
Common Stock								39,989(3)	D

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
Stock Option (right to buy)	$6.64	12/13/2017		M			24,300	(4)	04/30/2022	Common Stock	24,300	$6.64	125,672	I	Held by Boots Family Trust #1(1)

Explanation of Responses:

1. The securities were directly held by the Boots Family Trust #1, of which Mr. Boots is the sole trustee, for the benefit of Mr. Boots' spouse, parents, siblings or lineal descendants, and may be deemed to be held by the Reporting Person.

2. Weighted average price. These shares were sold in multiple transactions at prices ranging from $18.25 to $18.42, inclusive. The reporting person undertakes to provide to Milacron Holdings Corp., any security holder of Milacron Holdings Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted more than six months prior to the transaction date.

3. Includes 13,595 restricted stock units that represent the right to receive, at settlement, one share of common stock, which are subject to vesting and forfeiture and which vest on February 27, 2018. Prior to vesting, the restricted stock units do not include any voting rights.

4. The option was granted on 4/30/2012 and this amount was vested in full as of the transaction date.

	/s/Hugh O'Donnell, as Attorney-in-Fact for Ira G. Boots	12/14/2017
	** 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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