Sec Form 3 Filing - ADVENT INTERNATIONAL CORP/MA @ NCS Multistage Holdings, Inc. - 2017-04-27

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 ADVENT INTERNATIONAL CORP/MA 2. Issuer Name and Ticker or Trading Symbol NCS Multistage Holdings, Inc. [ NCSM] 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) C/O ADVENT INTERNATIONAL CORPORATION, 75 STATE STREET, 29TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/27/2017 (Street) BOSTON, MA02109 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 30,943,536 ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 5 ) ( 6 ) I See Notes ( 1 ) ( 2 ) ( 3 ) ( 4 ) ( 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 ADVENT INTERNATIONAL CORP/MA C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X ADVENT INTERNATIONAL LLC C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-A Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-B Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-C Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-D Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-E Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-F Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Advent International GPE VII-G Limited Partnership C/O ADVENT INTERNATIONAL CORPORATION 75 STATE STREET, 29TH FLOOR BOSTON, MA02109 X Signatures /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date /s/ Richard Terranova, Attorney-in-Fact 04/27/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents 30,943,536 shares held directly by Advent-NCS Acquisition Limited Partnership ("Advent-NCS LP"), of which 3,864,846 shares are indirectly owned by Advent International GPE VII Limited Partnership ("AI GPE VII"), 3,577,074 shares are indirectly owned by Advent International GPE VII-A Limited Partnership ("AI GPE VII-A"), 8,989,098 shares are indirectly owned by Advent International GPE VII-B Limited Partnership ("AI GPE VII-B"), 2,856,087 shares are indirectly owned by Advent International GPE VII-C Limited Partnership ("AI GPE VII-C"), (CONTINUED IN NEXT FOOTNOTE) ( 2 )(CONTINUTED FROM PREVIOUS FOOTNOTE) 2,314,575 shares are indirectly owned by Advent International GPE VII-D Limited Partnership ("AI GPE VII-D"), 6,476,481 shares are indirectly owned by Advent International GPE VII-E Limited Partnership ("AI GPE VII-E"), 835,476 shares are indirectly owned by Advent International GPE VII-F Limited Partnership ("AI GPE VII-F"), 835,476 shares are indirectly owned by Advent International GPE VII-G Limited Partnership ("AI GPE VII-G"), 504,381 shares are indirectly owned by Advent International GPE VII-H Limited Partnership ("AI GPE VII-H"), 12,378 shares are indirectly owned by Advent Partners GPE VII Limited Partnership ("AP GPE VII"), 30,945 shares are indirectly owned by Advent Partners GPE VII-A Limited Partnership ("AP GPE VII-A"), (CONTINUED IN NEXT FOOTNOTE) ( 3 )(CONTINUTED FROM PREVIOUS FOOTNOTE) 303,246 shares are indirectly owned by Advent Partners GPE VII-B Cayman Limited Partnership ("AP GPE VII-B Cayman"), 272,304 shares are indirectly owned by Advent Partners GPE VII Cayman Limited Partnership ("AP GPE VII Cayman") and 71,169 shares are indirectly owned by Advent Partners GPE VII-A Cayman Limited Partnership ("AP GPE VII-A Cayman"). ( 4 )Advent International Corporation ("AIC") is the manager of Advent International LLC ("AILLC") and of Advent International GPE VII, LLC ("AI GPE VII GP"). AI GPE VII GP is the general partner of each of AP GPE VII, AP GPE VII-A, AP GPE VII Cayman, AP GPE VII-A Cayman and AP GPE VII-B Cayman (collectively, the "AP Funds"). AI GPE VII GP also is the general partner of GPE VII GP Limited Partnership ("GPE VII GP"), which is the general partner of each of AI GPE VII-A, AI GPE VII-E and AI GPE VII-H (collectively, the "GPE VII GP Funds"). AI GPE VII GP also is the general partner of GPE VII GP (Delaware) Limited Partnership ("GPE VII GP DE"), which is the general partner of each of AI GPE VII, AI GPE VII-B, AI GPE VII-C, AI GPE VII-D, AI GPE VII-F and AI GPE VII-G (collectively, the "GPE VII GP DE Funds"). ( 5 )Advent-NCS GP LLC ("Advent-NCS GP") is the general partner of Advent-NCS LP. The AP Funds, GPE VII GP Funds and GPE VII GP DE Funds collectively own 100% of the limited partnership interests in Advent-NCS LP. ( 6 )Each of AIC, AILLC, AI GPE VII GP, GPE VII GP, GPE VII GP DE, Advent-NCS GP, Advent-NCS LP, each of the AP Funds, each of the GPE VII GP Funds and each of the GPE VII GP DE Funds are referred to herein as the "Reporting Persons". Each Reporting Person disclaims Section 16 beneficial ownership of the shares reported herein except to the extent of its respective pecuniary interest therein, if any, and the inclusion of these shares in their report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose.

Remarks: This Form 3 is the first of three Forms 3 being filed relating to the same event. The Form 3 has been split into three filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 3 to a maximum of 10 Reporting Persons. Each Form 3 will be filed by Designated Filer Advent International Corporation.

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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficien t, see Instruction 6 for procedure.
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