SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* PLATINUM EQUITY LLC (Last) (First) (Middle) 360 NORTH CRESCENT DRIVE SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/04/2016	3. Issuer Name and Ticker or Trading Symbol Hostess Brands, Inc. [ TWNK ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
Class A Common Stock, par value $0.0001 per share	13,824,732	I	See footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: 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
Warrants to Purchase Shares of Class A Common Stock	12/04/2016	11/04/2021	Class A Common Stock, par value $0.0001 per share	8,500,000(2)	$5.75	I	See footnote(1)

1. Name and Address of Reporting Person* PLATINUM EQUITY LLC (Last) (First) (Middle) 360 NORTH CRESCENT DRIVE SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Gores Tom (Last) (First) (Middle) C/O PLATINUM EQUITY, LLC 360 NORTH CRESCENT DRIVE, SOUTH BUILDING (Street) BEVERLY HILLS CA 90210 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The securities reported herein are held of record by Gores Sponsor, LLC ("Gores Sponsor"). Platinum Equity LLC ("Platinum Equity") is a managing member of Gores Sponsor and shares the power to vote and dispose of the securities held of record by Gores Sponsor with AEG Holdings, LLC. Tom Gores, the chairman and chief executive officer of Platinum Equity, is the ultimate beneficial owner of Platinum Equity. As such, each of Platinum Equity and Mr. Gores may be deemed to share beneficial ownership of the securities beneficially owned by Gores Sponsor.

2. Each warrant is exercisable for one-half of one share of Class A Common Stock at an exercise price of $5.75 per half share, to be exercised only for a whole number of shares of Class A Common Stock.

Remarks:

Exhibit 24 - Power of Attorney

	By: /s/ Mary Ann Sigler, Chief Financial Officer on behalf of Platinum Equity, LLC	11/14/2016
	By /s/ Mary Ann Sigler, Attorney-in-Fact for Tom Gores	11/14/2016
	** 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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