Robert Chisholm Weber Form 3 Hostess Brands / Robert Chisholm Weber 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^*

Weber Robert Chisholm

(Last) (First) (Middle)

C/O HOSTESS BRANDS, INC.

1 EAST ARMOUR BOULEVARD

(Street)

KANSAS CITY MO 64111

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/22/2019

3. Issuer Name and Ticker or Trading Symbol
Hostess Brands, Inc. [ TWNK ]

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

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

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)
Restricted Stock Units(1)	1,754	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 Options	(2)	11/10/2029	Class A Common Stock, par value $0.0001 per share	5,206	13.52	D

Explanation of Responses:

1. Consists of restricted stock units. Each restricted stock unit represents the right to receive, upon vesting, one share of Class A Common Stock. These restricted stock units will vest in equal or nearly equal installments on November 11 of each of 2020, 2021 and 2022, assuming continued employment through the applicable vesting date.

2. Consists of options to purchase shares of Class A Common Stock. Such options are subject to vesting in equal or nearly equal installments on November 11 of each of 2020, 2021, and 2022, assuming continued employment through the applicable vesting date.

Remarks:

Senior Vice President and Chief Human Resources Officer Exhibit 24.1 Power of Attorney

	/s/ Robert C. Weber	12/02/2019
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.