Sec Form 4 Filing - Slattery Michael K @ Advanced Disposal Services, Inc. - 2016-10-12

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 Slattery Michael K 2. Issuer Name and Ticker or Trading Symbol Advanced Disposal Services, Inc. [ ADSW] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Senior VP, Gen Coun, Secretary (Last) (First) (Middle) C/O ADVANCED DISPOSAL SERVICES, INC., 90 FORT WADE ROAD 3. Date of Earliest Transaction (MM/DD/YY) 10/12/2016 (Street) PONTE VEDRA, FL32081 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 Stock 10/12/2016 A( 1 ) 5,294 A 5,294 D Common Stock 10/12/2016 A( 2 ) 41,667 A 46,961 D Common Stock 10/12/2016 A( 3 ) 3,815 A 50,776 D

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 Employee Stock Option (right to buy) $ 18.8 10/12/2016 A( 4 ) 5,184 ( 5 ) 03/04/2025 Common Stock 5,184 $ 0 5,184 D Employee Stock Option (right to buy) $ 18.8 10/12/2016 A( 4 ) 37,013 ( 6 ) 03/04/2025 Common Stock 37,013 $ 0 37,013 D Employee Stock Option (right to buy) $ 24.29 10/12/2016 A( 4 ) 12,163 ( 7 ) 06/24/2026 Common Stock 12,163 $ 0 12,163 D Employee Stock Option (right to buy) $ 18 10/12/2016 A 126,904 ( 8 ) 10/12/2026 Common Stock 126,904 $ 0 126,904 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Slattery Michael K C/O ADVANCED DISPOSAL SERVICES, INC. 90 FORT WADE ROAD PONTE VEDRA, FL32081 Senior VP, Gen Coun, Secretary Signatures /s/ Jeffrey Everett, Attorney-in-Fact for Michael K. Slattery 10/14/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares of the Issuer's common stock (the "Common Stock") were issued to the reporting person in exchange for shares of common stock of Advanced Disposal Waste Holdings Corp. ("Parent") that were cancelled and converted into shares of Common Stock of equivalent value in connection with the merger of Parent into the Issuer with the Issuer as the surviving corporation (the "Merger"). The Merger was exempt from the provisions of Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-7 thereunder. ( 2 )Shares of Common Stock subject to a grant of restricted stock units made in connection with the Issuer's initial public offering. The award will vest in full on the third anniversary of the date of grant (the date of grant being 10/12/2016). ( 3 )Shares of Common Stock subject to a grant of restricted stock units made to replace restrict stock units of equivalent value that covered common stock of Parent and were cancelled in connection with the Merger. The award will vest in three equal installments over each of the first three anniversaries of the date of grant (date of grant being 6/24/2016). ( 4 )Option awards that were granted to replace options of equivalent intrinsic value that covered common stock of Parent and were cancelled in connection with the Merger. ( 5 )These options vest 20% on the date of grant (03/04/2015) and 20% annually thereafter on the anniversary of the date of grant. ( 6 )Prior to the closing of the Issuer's initial public offering, these options were scheduled to vest in full on the fifth anniversary of the date of grant. However, by the terms of the award, upon the closing of the Issuer's initial public offering, the vesting schedule for these options changed so that 20% of the options were vested on the date of grant (03/04/2015) and 20% vested and will vest annually thereafter on the anniversary of the date of grant. ( 7 )These options will vest in three equal installments over each of the first three anniversaries of the date of grant (date of grant being 6/24/2016). ( 8 )Award of options made in connection with the Issuer's initial public offering. The options will vest in full on the third anniversary of the date of grant (the date of grant being 10/12/2016).

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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