Sec Form 4 Filing - BARRACK THOMAS JR @ Colony Starwood Homes - 2017-06-09

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 BARRACK THOMAS JR 2. Issuer Name and Ticker or Trading Symbol Colony Starwood Homes [ SFR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 515 SOUTH FLOWER, 44TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 06/09/2017 (Street) LOS ANGELES, CA90071 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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 Shares, par value $0.01 per share 06/09/2017 S( 1 )( 2 )( 3 )( 4 ) 3,897,220 D $ 34.69 0 I By controlled entities ( 5 ) ( 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 BARRACK THOMAS JR 515 SOUTH FLOWER 44TH FLOOR LOS ANGELES, CA90071 X Signatures /s/ Thomas J. Barrack, Jr. 06/09/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )In connection with the closing of the Offering (as defined below), Mr. Barrack submitted his resignation from the Board of Trustees of the Issuer effective June 9, 2017. Accordingly, Mr. Barrack is no longer a Trustee or significant shareholder for purposes of Section 16 reporting as of June 9, 2017. ( 2 )On June 5, 2017, Colony Distressed Credit Fund II, L.P., ColCo Strategic Partners, L.P., Colony Capital CAH, L.P., Colony AH Member, LLC, and CCCAH Management Partners, LLC (the "Selling Shareholders") entered into an underwriting agreement (the "Underwriting Agreement") with the Issuer, Colony Starwood Homes Partnership, L.P., Merrill Lynch, Pierce, Fenner & Smith Incorporated (the "Underwriter") and the selling shareholders party thereto. Pursuant to the Underwriting Agreement, the Issuer agreed to sell 11,600,000 of the Issuer's common shares and the selling shareholders party thereto agreed to sell 11,433,187 common shares of the Issuer (the "Shares") in an underwritten offering, of which Colony Distressed Credit Fund II, L.P. agreed to sell 1,471,096 Shares, ColCo Strategic Partners, L.P. agreed to sell 1,332,298 Shares, ( 3 )(Continued from footnote 2) Colony Capital CAH, L.P. agreed to sell 26,543 Shares, Colony AH Member, LLC agreed to sell 1,022,448 Shares, and CCCAH Management Partners, LLC agreed to sell 44,835 Shares (the "Offering"). ( 4 )All material contingencies set forth in the Underwriting Agreement were satisfied and the Offering closed on June 9, 2017. ( 5 )Mr. Barrack is the direct or indirect control person of the general partner or the managing member, as the case may be, of each of Colony Distressed Credit Fund II, L.P., ColCo Strategic Partners, L.P., Colony Capital CAH, L.P., Colony AH Member, LLC, and CCCAH Management Partners, LLC. Following the closing of the Offering, none of Colony Distressed Credit Fund II, L.P., ColCo Strategic Partners, L.P., Colony Capital CAH, L.P., Colony AH Member, LLC and CCCAH Management Partners, LLC beneficially own any common shares of the Issuer. ( 6 )The Reporting Person disclaims beneficial ownership of the Shares reported herein except to the extent of his pecuniary interest in such securities.

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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