Target Hospitality (TH) Form 3 Platinum Eagle Acquisition / JEFFREY SAGANSKY 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^*

SAGANSKY JEFFREY

(Last) (First) (Middle)

C/O PLATINUM EAGLE ACQUISITION CORP.

2121 AVENUE OF THE STARS, SUITE 2300

(Street)

LOS ANGELES CA 90067

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/11/2018

3. Issuer Name and Ticker or Trading Symbol
Platinum Eagle Acquisition Corp. [ EAGL ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
Chief Executive 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
Class B Ordinary Shares	(1)	(1)	Class A Ordinary Shares	4,398,750	(1)	I	See footnote.(2)

Explanation of Responses:

1. The reporting person owns 4,398,750 Class B Ordinary Shares which are convertible into Class A Ordinary Shares as described under the heading "Description of Securities-Founder Shares" in the Issuer's registration statement on Form S-1 (File No. 333-222279) and have no expiration date. The Class B Ordinary Shares owned by the Reporting Person include up to 573,750 Class B Ordinary Shares that are subject to forfeiture depending on the extent to which the underwriters' over-allotment option is exercised, as described in the Issuer's registration statement.

2. Platinum Eagle Acquisition LLC owns all of the reported securities directly. The reporting person is a member of Platinum Eagle Acquisition LLC. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.

Remarks:

See Exhibit 24.1 - Power of Attorney.

	/s/ Sarah Ross, Attorney-in-Fact	01/11/2018
	** 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).
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