Sec Form 3 Filing - AEA INVESTORS FUND V LP @ Evoqua Water Technologies Corp. - 2017-11-01

FORM 3 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 AEA INVESTORS FUND V LP 2. Issuer Name and Ticker or Trading Symbol Evoqua Water Technologies Corp. [ AQUA] 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) P.O. BOX 309, UGLAND HOUSE, 3. Date of Earliest Transaction (MM/DD/YY) 11/01/2017 (Street) GRAND CAYMAN, E9KY1-1104 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 61,357,647 I See footnotes ( 1 ) ( 2 ) ( 3 )

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 AEA INVESTORS FUND V LP P.O. BOX 309, UGLAND HOUSE GRAND CAYMAN, E9KY1-1104 X AEA INVESTORS FUND V-A LP P. O. BOX 309, UGLAND HOUSE GRAND CAYMAN, E9KY1-1104 X AEA INVESTORS FUND V-B LP P. O. BOX 309, UGLAND HOUSE GRAND CAYMAN, E9KY1-1104 X AEA Investors Partners V LP P.O. BOX 309, UGLAND HOUSE GRAND CAYMAN, E9KY1-1104 X AEA Management (Cayman) Ltd P. O. BOX 309, UGLAND HOUSE GRAND CAYMAN, E9KY1-1104 X Garcia John L C/O AEA INVESTORS LP 666 FIFTH AVENUE, 36TH FLOOR NEW YORK, NY10103 X Signatures AEA Investors Fund V LP, by AEA Investors Partners V LP, its general partner, by AEA Management (Cayman) Ltd., its general partner, by /s/ Barbara L. Burns, Vice President 11/01/2017 Signature of Reporting Person Date AEA Investors Fund V-A LP, by AEA Investors Partners V LP, its general partner, by AEA Management (Cayman) Ltd., its general partner, by /s/ Barbara L. Burns, Vice President 11/01/2017 Signature of Reporting Person Date AEA Investors Fund V-B LP, by AEA Investors Partners V LP, its general partner, by AEA Management (Cayman) Ltd., its general partner, by /s/ Barbara L. Burns, Vice President 11/01/2017 Signature of Reporting Person Date AEA Investors Partners V LP, by AEA Management (Cayman) Ltd., its general partner, by /s/ Barbara L. Burns, Vice President 11/01/2017 Signature of Reporting Person Date AEA Management (Cayman) Ltd., by /s/ Barbara L. Burns, Vice President 11/01/2017 Signature of Reporting Person Date /s/ Barbara L. Burns, Attorney-in-Fact for John L. Garcia 11/01/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )These shares of common stock of the issuer are directly held by AEA EWT Holdings LP ("AEA EWT Holdings"), whose general partner is AEA EWT Holdings GP LLC ("AEA EWT Holdings GP"). The managing member of AEA EWT Holdings GP is AEA Investors Fund V LP and its other members are (i) AEA Investors Participant Fund V LP, (ii) AEA Investors QP Participant Fund V LP, (iii) AEA Investors Fund V-A LP and (iv) AEA Investors Fund V-B LP (AEA Investors Fund V LP and the entities named in clauses (i) through (iv), collectively, the "AEA Funds"). The AEA Funds are also limited partners of AEA EWT Holdings. The general partner of each of AEA Investors Participant Fund V LP and AEA Investors QP Participant Fund V LP is AEA Investors PF V LLC, whose sole member is AEA Investors LP. The general partner of each of AEA Investors Fund V LP, AEA Investors Fund V-A LP and AEA Investors Fund V-B LP is AEA Investors Partners V LP, whose general partner is AEA Management (Cayman) Ltd. ( 2 )Each of AEA EWT Holdings GP, the AEA Funds, AEA Investors PF V LLC, AEA Investors Partners V LP, AEA Investors LP and AEA Management (Cayman) Ltd. may be deemed to share beneficial ownership of the shares of the issuer's common stock held of record by AEA EWT Holdings, but each disclaims beneficial ownership of such shares, except to the extent of its respective pecuniary interest therein. John L. Garcia, the Chairman and Chief Executive Officer of AEA Investors LP and the sole stockholder and director of AEA Management (Cayman) Ltd., may also be deemed to have beneficial ownership of the shares of the issuer's common stock held of record by AEA EWT Holdings, but Mr. Garcia disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein. ( 3 )Due to the limitations of the Securities and Exchange Commission's EDGAR system, AEA Investors LP, AEA EWT Holdings GP LLC, AEA Investors Participant Fund V LP, AEA Investors QP Participant Fund V LP, AEA Investors PF V LLC and AEA EWT Holdings LP have filed a separate Form 3.

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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