Sec Form 4 Filing - CCMP Capital, LP @ Milacron Holdings Corp. - 2017-11-21

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person CCMP Capital, LP 2. Issuer Name and Ticker or Trading Symbol Milacron Holdings Corp. [ MCRN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O CCMP CAPITAL ADVISORS, LP, 277 PARK AVENUE, 27TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 11/21/2017 (Street) NEW YORK, NY10172 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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") 11/21/2017 S 9,683,401 D $ 16 0 I By CCMP Capital Investors II, L.P. ( 1 ) ( 2 ) Common Stock 11/21/2017 S 1,290,692 D $ 16 0 I By CCMP Capital Investors (Cayman) II, L.P. ( 1 ) ( 2 )

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other CCMP Capital, LP C/O CCMP CAPITAL ADVISORS, LP 277 PARK AVENUE, 27TH FLOOR NEW YORK, NY10172 X CCMP Capital GP, LLC C/O CCMP CAPITAL ADVISORS, LP 277 PARK AVENUE, 27TH FLOOR NEW YORK, NY10172 X CCMP Capital Investors II, L.P. C/O CCMP CAPITAL ADVISORS, LP 277 PARK AVENUE, 27TH FLOOR NEW YORK, NY10172 X CCMP Capital Investors (Cayman) II, L.P. C/O INTERTRUST CORP SVCS (CAYMAN) LTD. 190 ELGIN AVENUE GEORGETOWN, E9KY1-9005 X CCMP Capital Associates, L.P. C/O CCMP CAPITAL ADVISORS, LP 277 PARK AVENUE, 27TH FLOOR NEW YORK, NY10172 X CCMP Capital Associates GP, LLC C/O CCMP CAPITAL ADVISORS, LP 277 PARK AVENUE, 27TH FLOOR NEW YORK, NY10172 X Signatures CCMP CAPITAL, LP, By: CCMP Capital GP, LLC, its General Partner, By: /s/ Richard G. Jansen, Managing Director and General Counsel 11/21/2017 Signature of Reporting Person Date CCMP CAPITAL GP, LLC, By: /s/ Richard G. Jansen, Managing Director and General Counsel 11/21/2017 Signature of Reporting Person Date CCMP CAPITAL INVESTORS II, L.P., By: CCMP Capital Associates, L.P., its General Partner, By: CCMP Capital Associates GP, LLC, its General Partner, By: /s/ Richard G. Jansen, Managing Director and General Counsel 11/21/2017 Signature of Reporting Person Date CCMP CAPITAL INVESTORS (CAYMAN) II, L.P., By: CCMP Capital Associates, L.P., its General Partner, By: CCMP Capital Associates GP, LLC, its General Partner, By: /s/ Richard G. Jansen, Managing Director and General Counsel 11/21/2017 Signature of Reporting Person Date CCMP CAPITAL ASSOCIATES, L.P. , By: CCMP Capital Associates GP, LLC, its General Partner, By: /s/ Richard G. Jansen, Managing Director and General Counsel 11/21/2017 Signature of Reporting Person Date CCMP CAPITAL ASSOCIATES GP, LLC, By: /s/ Richard G. Jansen, Managing Director and General Counsel 11/21/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )CCMP Capital Associates, L.P is the general partner of each of CCMP Capital Investors II, L.P. and CCMP Capital Investors (Cayman) II, L.P. (together with CCMP Capital Investors II, L.P., the "CCMP Capital Funds"). The general partner of CCMP Capital Associates, L.P. is CCMP Capital Associates GP, LLC. CCMP Capital Associates GP, LLC is wholly-owned by CCMP Capital, LP. The general partner of CCMP Capital, LP is CCMP Capital GP, LLC. CCMP Capital GP, LLC ultimately exercises voting and dispositive power over the shares of common stock of Milacron Holdings Corp. held by the CCMP Capital Funds. As a result, each of CCMP Capital Associates, L.P., CCMP Capital Associates GP, LLC, CCMP Capital, LP and CCMP Capital GP, LLC may be deemed to share beneficial ownership with respect to the shares of common stock of Milacron Holdings Corp. held by the CCMP Capital Funds. ( 2 )Footnote 1 Continued: Each of the reporting persons disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.

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).

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