Milacron (MZIAQ) Form 3 Milacron / HUGH C ODONNELL 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^*

ODONNELL HUGH C

(Last) (First) (Middle)

C/O MILACRON HOLDINGS CORP.

10200 ALLIANCE ROAD, SUITE 200

(Street)

CINCINNATI OH 45242

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/11/2019

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP, General Counsel, Secretary

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)
Common Stock, par value $0.01 per share	26,307(1)	D

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 Option (right to buy)	07/09/2015	03/28/2023	Common Stock, par value $0.01 per share	26,575	6.64	D
Stock Option (right to buy)	(2)	06/24/2025	Common Stock, par value $0.01 per share	12,280	20	D
Stock Option (right to buy)	(3)	03/01/2027	Common Stock, par value $0.01 per share	11,613	18.42	D

Explanation of Responses:

1. Represents 8,275 shares of unrestricted stock, as well as 18,032 shares of restricted stock that are subject to vesting and forfeiture, of which 4,887 shares were granted on March 1, 2017 and 13,145 shares were granted on March 1, 2018. The restricted shares vest in equal annual installments of 33 1/3% on each of the first three anniversary dates of the grant date.

2. The options will vest and become exercisable in equal annual installments of 25% of the shares over a 4-year period on each anniversary date of the grant date, June 24, 2015, subject to the participant's continued service through each applicable vesting date.

3. The options will vest and become exercisable in equal annual installments of 25% of the shares over a 4-year period on each anniversary date of the grant date, March 1, 2017, subject to the participant's continued service through each applicable vesting date.

	/s/Hugh C. O'Donnell	02/20/2019
	** 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).
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