Sec Form 4 Filing - Samsung Fine Chemicals Co., Ltd. @ SunEdison Semiconductor Ltd - 2015-01-20

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 Samsung Fine Chemicals Co., Ltd. 2. Issuer Name and Ticker or Trading Symbol SunEdison Semiconductor Ltd [ SEMI] 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) SAMSUNG FINE CHEMICALS R&D BLDG.,, 130 SAMSUNG-RO, YEONGTONG-GU 3. Date of Earliest Transaction (MM/DD/YY) 01/20/2015 (Street) SUWON-SI, GYEONGGI-DO, M5443-803 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 Ordinary shares, no par value 01/20/2015 S( 1 ) 3,290,000 D $ 14.5824 3,910,000 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Samsung Fine Chemicals Co., Ltd. SAMSUNG FINE CHEMICALS R&D BLDG., 130 SAMSUNG-RO, YEONGTONG-GU SUWON-SI, GYEONGGI-DO, M5443-803 X Signatures /s/ In Hee Sung, President and CEO 01/20/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Reporting Person entered into an Underwriting Agreement with certain underwriters pursuant to which the Reporting Person agreed to sell up to 3,290,000 of the ordinary shares of SunEdison Semiconductor Ltd (the "Issuer") held by the Reporting Person in connection with a registered offering of the Issuer's ordinary shares by certain selling stockholders. The underwriters purchased 3,290,000 ordinary shares of the Issuer from the Reporting Person on January 20, 2015 at the public offering price of $15.19, less an underwriting discount of $0.6076, for a price per ordinary share of $14.5824 to the Reporting Person.

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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