Sec Form 4/A Filing - FOSTER W KIM @ HEXCEL CORP /DE/ - 2017-05-09

FORM 4/A 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 FOSTER W KIM 2. Issuer Name and Ticker or Trading Symbol HEXCEL CORP /DE/ [ HXL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 281 TRESSER BLVD., 16TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 05/09/2017 (Street) STAMFORD, CT06901 4. If Amendment, Date Original Filed (MM/DD/YY) 05/05/2017 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 ( 1 ) 05/09/2017 M 5 A $ 0 7,107 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 Restricted Stock Units ( 2 ) ( 2 ) 05/09/2017 A 5.25 ( 3 ) ( 4 ) ( 4 ) Common Stock 5.25 ( 2 ) 5.25 D Restricted Stock Units ( 2 ) $ 0 05/09/2017 M 5.25 ( 4 ) ( 4 ) Common Stock 5.25 $ 0 0 ( 5 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FOSTER W KIM 281 TRESSER BLVD. 16TH FLOOR STAMFORD, CT06901 X Signatures /s/ W. Kim Foster by Adam P. Gold, Attorney-in-fact 05/10/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Common Stock was acquired upon the conversion of Restricted Stock Units ("RSUs") in accordance with the terms of the underlying agreement. The RSUs were granted in a transaction exempt under Rule 16b. ( 2 )The underlying Restricted Stock Units ("RSUs") were granted in a transaction exempt under Rule 16b. Upon vesting, RSUs are converted into an equivalent number of shares of Common Stock that are distributed to the grantee. ( 3 )As previously reported, on May 4, 2016, the reporting person was granted 2,382 RSUs. Dividend equivalent rights accrue with respect to the unvested RSUs when and as dividends are paid on Hexcel common stock. This filing amends the reporting person's filing from May 5, 2017 to correct the total number of shares that converted, which was 2,397. The 5.25 dividend equivalent rights reflect dividend equivalent rights at $50.21 per RSU owned by the reporting person on the record date and credited to the reporting person's account on May 9, 2017. ( 4 )The underlying RSUs vested ratably over the one year following the grant date and converted into an equivalent number of shares of Common Stock on May 4, 2017, the first anniversary from the grant date. In addition, dividend equivalent rights with respect to the underlying RSUs also converted into an equivalent number of shares of Common Stock on May 4, 2017. Vesting of the RSUs was also subject to certain acceleration and termination provisions. ( 5 )Fractional RSUs do not convert into shares of common stock and are cancelled at the time of conversion.

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