Remo Stoffel Form 4 DEAN FOODS / Value Vals AG VV 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^*

VV Value Vals AG

(Last) (First) (Middle)

MITTLAGADA

(Street)

VALS V8 7132

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DEAN FOODS CO [ DF ]

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)
08/07/2018

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	08/07/2018		P		350,000(1)	A	$8.3065(1)	9,500,000	I	See Notes(2)(3)

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^*

VV Value Vals AG

(Last) (First) (Middle)

MITTLAGADA

(Street)

VALS V8 7132

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

XO Holding AG

(Last) (First) (Middle)

BAHNHOFSTRASSE 21

(Street)

CHUR V8 7001

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Priora Holding AG

(Last) (First) (Middle)

KANTONSSTRASSE 150

(Street)

FREIENBACH V8 8807

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Profectio Beteiligungen AG

(Last) (First) (Middle)

C/O DR. IUR. MARCO TOLLER

BAHNHOFSTRASSE 7

(Street)

CHUR V8 7000

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

STOFFELpart Asset AG

(Last) (First) (Middle)

BAHNHOFSTRASSE 21

(Street)

CHUR V8 7001

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Stoffel Remo

(Last) (First) (Middle)

C/O STOFFELPART ASSET AG

BAHNHOFSTRASSE 21

(Street)

CHUR V8 7001

(City) (State) (Zip)

Explanation of Responses:

1. The number of securities reported represents an aggregate number of shares purchased in multiple market transactions over a range of purchase prices. The price reported represents the weighted-average price per share. The Reporting Person undertakes to provide the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares purchased at each separate price within the range. Purchase prices range from $8.25 to $8.45 per share, inclusive.

2. Each of XO Holding AG, as the sole stockholder of VV Value Vals AG, Priora Holding AG, as the sole stockholder of XO Holding AG, Profectio Beteiligungen AG, as the sole stockholder of Priora Holding AG, STOFFELpart Asset AG, as the sole stockholder of Profectio Beteiligungen AG, and Remo Stoffel, as the sole stockholder of STOFFELpart Asset AG, may be deemed to share voting and dispositive power over, and may be deemed to beneficially own, the shares of common stock of the Issuer directly owned by VV Value Vals AG.

3. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

Remarks:

See Exhibit 99.1, Joint Filer Information, incorporated herein by reference.

	See Exhibit 99.1 for signatures	08/09/2018
	** Signature of Reporting Person	Date
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