Systemax Inc.
SYSTEMAX INC (Form: 3/A, Received: 11/04/2016 16:29:29)
FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *

Clark Thomas Eugene

2. Date of Event Requiring Statement (MM/DD/YYYY)
10/31/2016 

3. Issuer Name and Ticker or Trading Symbol

SYSTEMAX INC [SYX]

(Last)        (First)        (Middle)

C/O SYSTEMAX INC., 11 HARBOR PARK DRIVE

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Chief Financial Officer /

(Street)

PORT WASHINGTON, NY 11050       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

11/3/2016 

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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   25000   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)     (2) 8/9/2020   Common Stock   5000   $16.63   D    
Employee Stock Option (right to buy)     (3) 3/1/2022   Common Stock   5000   $18.73   D    
Employee Stock Option (right to buy)     (4) 2/1/2026   Common Stock   10000   (5) $8.31   D    

Explanation of Responses:
( 1)  On February 1, 2016, the reporting person was granted 25,000 restricted stock units pursuant to the Company's 2010 Long Term Incentive Plan, which vest in three installments: 8,334 shares on February 1, 2017; 8,333 shares on February 1, 2018 and 8,333 shares February 1, 2019.
( 2)  The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is August 9, 2010.
( 3)  The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is March 1, 2012.
( 4)  The options vest over a period of four years with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date, which is February 1, 2016.
( 5)  This Form 3 is being amended solely to correct the number of options noted in table 2.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Clark Thomas Eugene
C/O SYSTEMAX INC.
11 HARBOR PARK DRIVE
PORT WASHINGTON, NY 11050


Chief Financial Officer

Signatures
/s/ Thomas Eugene Clark by April Gruder, Attorney-in-Fact 11/4/2016
** 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 5(b)(v).
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