Sec Form 4 Filing - STEEL PARTNERS HOLDINGS L.P. @ ModusLink Global Solutions Inc - 2016-12-20

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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
STEEL PARTNERS HOLDINGS L.P.
2. Issuer Name and Ticker or Trading Symbol
ModusLink Global Solutions Inc [ MLNK]
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)
590 MADISON AVENUE, 32ND FLOOR,
3. Date of Earliest Transaction (MM/DD/YY)
12/20/2016
(Street)
NEW YORK, NY10022
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, par value $0.01 ( 1 ) 7,500,000 D
Common Stock, par value $0.01 ( 1 ) 12/20/2016 P 1,705,975 A $ 1.41 2,245,990 I By SPH Group Holdings LLC ( 2 )
Common Stock, par value $0.01 ( 1 ) 2,496,545 I By Handy & Harman Ltd. ( 3 )
Common Stock, par value $0.01 ( 1 ) 5,940,170 I By WHX CS Corp. ( 4 )
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
STEEL PARTNERS HOLDINGS L.P.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY10022
X
SPH Group LLC
C/O STEEL PARTNERS HOLDINGS L.P.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY10022
X
SPH Group Holdings LLC
C/O STEEL PARTNERS HOLDINGS L.P.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY10022
X
Steel Partners Holdings GP Inc.
C/O STEEL PARTNERS HOLDINGS L.P.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY10022
X
HANDY & HARMAN LTD.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY10022
X
WHX CS Corp.
590 MADISON AVENUE, 32ND FLOOR
NEW YORK, NY10022
X
Signatures
By: Steel Partners Holdings L.P., By: Steel Partners Holdings GP Inc., General Partner, By: /s/ Jack L. Howard, President 12/22/2016
Signature of Reporting Person Date
By: SPH Group LLC, By: Steel Partners Holdings GP Inc., Managing Member, By: /s/ Jack L. Howard, President 12/22/2016
Signature of Reporting Person Date
By: SPH Group Holdings LLC, By: Steel Partners Holdings GP Inc., Manager, By: /s/ Jack L. Howard, President 12/22/2016
Signature of Reporting Person Date
By: Steel Partners Holdings GP Inc., By: /s/ Jack L. Howard, President 12/22/2016
Signature of Reporting Person Date
By: Handy & Harman Ltd., By: /s/ Jack L. Howard, Vice Chairman 12/22/2016
Signature of Reporting Person Date
By: WHX CS Corp., By: /s/ Ted Yerdon, Treasurer 12/22/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This Form 4 is filed jointly by Steel Partners Holdings L.P. ("Steel Holdings"), SPH Group LLC ("SPHG"), SPH Group Holdings LLC ("SPHG Holdings"), Steel Partners Holdings GP Inc. ("Steel Holdings GP"), Handy & Harman Ltd. ("HNH") and WHX CS Corp. ("WHX CS") (collectively, the "Reporting Persons"). Steel Holdings owns 99% of the membership interests of SPHG. SPHG is the sole member of SPHG Holdings. Steel Holdings GP is the general partner of Steel Holdings, the managing member of SPHG and the manager of SPHG Holdings. SPHG Holdings owns approximately 70% of the outstanding shares of Common Stock of HNH. HNH owns 100% of the outstanding shares of Common Stock of WHX CS. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively owns more than 10% of the Issuer's outstanding shares of Common Stock.
( 2 )Represents shares owned directly by SPHG Holdings. By virtue of their relationships with SPHG Holdings discussed in Footnote 1, each of Steel Holdings, SPHG and Steel Holdings GP may be deemed to beneficially own the shares owned directly by SPHG Holdings. Each of Steel Holdings, SPHG and Steel Holdings GP disclaims beneficial ownership of the shares owned directly by SPHG Holdings, except to the extent of its pecuniary interest therein.
( 3 )Represents shares owned directly by HNH. By virtue of their relationships with HNH discussed in Footnote 1, each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the shares owned directly by HNH. Each of Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the shares owned directly by HNH, except to the extent of its pecuniary interest therein.
( 4 )Represents shares owned directly by WHX CS. By virtue of their relationships with WHX CS discussed in Footnote 1, each of HNH, Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP may be deemed to beneficially own the shares owned directly by WHX CS. Each of HNH, Steel Holdings, SPHG, SPHG Holdings and Steel Holdings GP disclaims beneficial ownership of the shares owned directly by WHX CS, except to the extent of its pecuniary interest therein.

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