Sec Form 4 Filing - HOWARD JACK L @ STEEL PARTNERS HOLDINGS L.P. - 2016-04-13

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 HOWARD JACK L 2. Issuer Name and Ticker or Trading Symbol STEEL PARTNERS HOLDINGS L.P. [ SPLP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) President (Last) (First) (Middle) C/O STEEL PARTNERS HOLDINGS L.P., 590 MADISON AVENUE, 32ND FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/13/2016 (Street) NEW YORK, NY10022 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 Units, no par value ( 1 ) 04/13/2016 G 1,000 D $ 0 1,515,228 ( 2 ) D 6% Series A Preferred Units ( 1 ) 03/27/2018 S 5,900 D $ 20.3732 309,141 D 6% Series A Preferred Units ( 1 ) 03/28/2018 S 6,710 D $ 20.3911 302,431 D Common Units, no par value ( 1 ) 03/29/2018 J( 3 ) 91,603 A $ 0 91,603 I By SPH SPV-I LLC Common Units, no par value ( 1 ) 1,519,552 I By The II Trust ( 4 ) Common Units, no par value ( 1 ) 747,938 I By The III Trust ( 5 ) Common Units, no par value ( 1 ) 10,100 I By EMH Howard, LLC ( 6 ) 6% Series A Preferred Units ( 1 ) 85,540 I By EMH Howard, LLC ( 6 )

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 HOWARD JACK L C/O STEEL PARTNERS HOLDINGS L.P. 590 MADISON AVENUE, 32ND FLOOR NEW YORK, NY10022 X X President EMH Howard LLC 590 MADISON AVENUE, 32ND FLOOR NEW YORK, NY10022 See Footnote 1 Signatures /s/ Jack L. Howard 03/29/2018 Signature of Reporting Person Date By: EMH Howard, LLC, By: /s/ Jack L. Howard, Managing Member 03/29/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 4 is filed jointly by Jack L. Howard and EMH Howard, LLC ("EMH") (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding Common Units. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of his or its pecuniary interest therein. ( 2 )Includes 264,267 Common Units previously reported as owned indirectly by Mr. Howard through his sub-account within SPH SPV-I LLC that are now owned directly by him. ( 3 )Consists of Class C Common Units ("Class C Units") allocated by SPH SPV-I LLC to Mr. Howard's sub-account within SPH SPV-I LLC. The Class C Units have the same rights as the Common Units, except that a Class C Unit will not be saleable in the public market until the capital account allocable to such Class C Unit is equal to the capital account allocable to a Common Unit ("Capital Account Alignment"), determined as if a Class C Unit and a Common Unit were separate partnership interests for U.S. federal income tax purposes. At such time that Capital Account Alignment is achieved, a Class C Unit will convert automatically into a Common Unit. Class C Units (including Class C Units received in respect of a year) will be allocated their share of taxable income based on their percentage interests, except as otherwise determined by the Issuer. ( 4 )Mr. Howard, as the trustee of The II Trust, may be deemed to beneficially own the Common Units held by The II Trust. ( 5 )Mr. Howard, as the trustee of The III Trust, may be deemed to beneficially own the Common Units held by The III Trust. ( 6 )Mr. Howard, as the Managing Member of EMH, may be deemed to beneficially own the Common Units and 6% Series A Preferred Units held by EMH.

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).

** 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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