Sec Form 3 Filing - Barrett Brendan T @ EVO Payments, Inc. - 2018-05-22

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 Barrett Brendan T 2. Issuer Name and Ticker or Trading Symbol EVO Payments, Inc. [ EVOP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O MADISON DEARBORN PARTNERS, LLC, 70 WEST MADISON STREET, SUITE 4600 3. Date of Earliest Transaction (MM/DD/YY) 05/22/2018 (Street) CHICAGO, IL60602 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 Class A Common Stock, $0.0001 par value 652,500 I See Footnotes ( 1 ) ( 7 ) ( 8 ) ( 9 ) Class D Common Stock, $0.0001 par value 15,832,915 I See Footnotes ( 2 ) ( 7 ) ( 8 ) ( 9 ) Class D Common Stock, $0.0001 par value 163,161 I See Footnotes ( 3 ) ( 7 ) ( 8 ) ( 9 ) Class D Common Stock, $0.0001 par value 3,346,467 I See Footnotes ( 4 ) ( 7 ) ( 8 ) ( 9 ) Class D Common Stock, $0.0001 par value 3,118,935 I See Footnotes ( 5 ) ( 7 ) ( 8 ) ( 9 )

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 Units of EVO Investco, LLC ( 6 ) ( 6 ) ( 6 ) Class A Common Stock, $0.0001 par value 15,832,915 I See Footnotes ( 2 ) ( 7 ) ( 8 ) ( 9 ) Units of EVO Investco, LLC ( 6 ) ( 6 ) ( 6 ) Class A Common Stock, $0.0001 par value 163,161 I See Footnotes ( 3 ) ( 7 ) ( 8 ) ( 9 ) Units of EVO Investco, LLC ( 6 ) ( 6 ) ( 6 ) Class A Common Stock, $0.0001 par value 3,346,467 I See Footnotes ( 4 ) ( 7 ) ( 8 ) ( 9 ) Units of EVO Investco, LLC ( 6 ) ( 6 ) ( 6 ) Class A Common Stock, $0.0001 par value 3,118,935 I See Footnotes ( 5 ) ( 7 ) ( 8 ) ( 9 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Barrett Brendan T C/O MADISON DEARBORN PARTNERS, LLC 70 WEST MADISON STREET, SUITE 4600 CHICAGO, IL60602 X X Signatures /s/ Annie S. Terry as Attorney-In-Fact 05/22/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The shares of Class A common stock of EVO Payments, Inc. (the "Issuer") are held of record by Madison Dearborn Capital Partners VI-C, L.P. ("MDCP VI-C"). ( 2 )These securities are held of record by Madison Dearborn Capital Partners VI-B, L.P. ("MDCP VI-B"). ( 3 )These securities are held of record by Madison Dearborn Capital Partners VI Executive-B, L.P. ("MDCP Exec VI-B"). ( 4 )These securities are held of record by MDCP Cardservices, LLC ("MDCP Cardservices"). ( 5 )These securities are held of record by MDCP VI-C Cardservices Splitter, L.P. ("Splitter"). ( 6 )Units of EVO Investco, LLC are exchangeable, together with an equal number of shares of Class D common stock of the Issuer, on a one-for-one basis for shares of Class A common stock of the Issuer pursuant to an exchange agreement between the Issuer and certain of the reporting persons (the "Exchange Agreement"). ( 7 )MDCP VI-B may be deemed to share beneficial ownership of the securities held by MDCP Cardservices, as its controlling member. Madison Dearborn Partners VI-B, L.P. ("MDP VI-B") may be deemed to share beneficial ownership of the securities held by MDCP VI-B, MDCP Exec VI-B and Splitter, as each of their general partners. MDCP VI-C may be deemed to share beneficial ownership of the securities held by Splitter to the extent of its pecuniary interest therein by virtue of the rights granted with respect to the disposition of such securities under the Exchange Agreement and a call option issued by MDCP VI-C Cardservices Blocker Corp. ("Blocker"). Blocker may be deemed to share beneficial ownership of the securities held by Splitter to the extent of its pecuniary interest therein by virtue of the rights granted with respect to the disposition of such securities under the call option. ( 8 )(Continued from Footnote (7)) Madison Dearborn Partners VI-A&C, L.P. ("MDP VI-A&C"), as the general partner of MDCP VI-C, may be deemed the beneficial owner of the securities beneficially owned by MDCP VI-C. Madison Dearborn Partners, LLC ("MDP LLC"), as the general partner of each of MDP VI-B and MDP VI-A&C may be deemed to share beneficial ownership of the reported securities. As the sole members of the limited partner committees of MDP VI-B and MDP VI-A&C, which have the power, acting by majority vote, to vote or dispose of the securities beneficially owned by MDP VI-B and MDP VI-A&C, respectively, Paul J. Finnegan and Samuel M. Mencoff may be deemed to have shared voting and investment power over such securities. Each of the entities and persons named herein disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. ( 9 )Mr. Brendan T. Barrett is a Director of MDP LLC and maybe deemed to share beneficial ownership of the reported securities. Mr. Barrett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. The record and other beneficial owners of the reported securities have separately filed Form 3's.

Remarks: Exhibit 24.1 - Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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