Systemax Inc.
SYSTEMAX INC (Form: 4, Received: 07/23/2015 16:27:36)
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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LEEDS ROBERT
2. Issuer Name and Ticker or Trading Symbol

SYSTEMAX INC [ SYX ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Vice Chairman
(Last)          (First)          (Middle)

C/O SYSTEMAX INC., 11 HARBOR PARK DRIVE
3. Date of Earliest Transaction (MM/DD/YYYY)

7/21/2015
(Street)

PORT WASHINGTON, NY 11050
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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                  5265800   I   By trusts   (1)
Common Stock                  1838583   I   By partnership   (2)
Common Stock                  4685656   I   By trusts   (3)
Common Stock                  519800   I   By partnership   (4)
Common Stock   7/21/2015     J (5)    1000000   (5) D $0   74913   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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

Explanation of Responses:
( 1)  Shares are owned by various grantor retained annuity trusts, which are for the benefit of the reporting person.
( 2)  Shares are owned by a limited partnership of which the reporting person is a general partner.
( 3)  Shares are owned by trusts for the benefit of members of the reporting person's family for which the reporting person acts as co-trustee.
( 4)  Shares are owned by a limited partnership in which the reporting person has an indirect pecuniary interest.
( 5)  Shares were transferred by the reporting person to the Robert Leeds 2015 Grantor Retained Annuity Trust, a trust for the benefit of the reporting person.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
LEEDS ROBERT
C/O SYSTEMAX INC.
11 HARBOR PARK DRIVE
PORT WASHINGTON, NY 11050
X X Vice Chairman

Signatures
/s/ Robert Leeds by April Gruder, Attorney-in-Fact 7/23/2015
** Signature of Reporting Person Date


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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