SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* HOWARD JACK L (Last) (First) (Middle) 590 MADISON AVENUE, 32ND FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol STEEL PARTNERS HOLDINGS L.P. [ SPLP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner X Officer (give title below) Other (specify below) President
	3. Date of Earliest Transaction (Month/Day/Year) 02/07/2017
	4. If Amendment, Date of Original Filed (Month/Day/Year)	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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
6% Series A Preferred Units	02/07/2017		J		31,145	A	(1)	31,145	D
6% Series A Preferred Units	10/12/2017		J		283,896	A	(2)	315,041	D
6% Series A Preferred Units	10/12/2017		J		85,540	A	(2)	85,540	I	By EMH Howard, LLC(3)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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. Acquired pursuant to the exchange offer made pursuant to the December 7, 2016 Agreement and Plan of Merger by and among Issuer, SPH Acquisition Co., a wholly owned subsidiary of Issuer, and Steel Excel Inc., as amended, pursuant to which each validly tendered share of Steel Excel Inc. common stock was exchanged for 0.712 newly issued 6.0% Series A preferred units of Issuer, together with cash in lieu of any fractional Issuer preferred units, upon the terms and subject to the conditions set forth in the prospectus/offer to exchange and the related letter of transmittal filed by Issuer with the Securities and Exchange Commission on January 9, 2017 (together with any amendments and supplements thereto). The Issuer preferred units issued in this transaction were a newly issued class of securities having a liquidation preference of $25.00 per unit.

2. Acquired pursuant to the exchange offer made pursuant to the June 26, 2017 Agreement and Plan of Merger by and among Issuer, Handy Acquisition Co., a wholly owned subsidiary of Issuer, and Handy & Harman Ltd. (the "Merger Agreement"), pursuant to which each validly tendered share of Handy & Harman Ltd. common stock was exchanged for 1.484 6.0% Series A preferred units of Issuer (the "transaction consideration"), together with cash in lieu of any fractional Issuer preferred units, upon the terms and subject to the conditions set forth in the prospectus/offer to exchange and the related letter of transmittal filed by Issuer with the Securities and Exchange Commission on September 13, 2017 (together with any amendments and supplements thereto). The market value of the transaction consideration is $30.57, based on the trading price of the Issuer preferred units as of the end of trading on October 11, 2017.

3. Mr. Howard is the managing member of EMH Howard, LLC and may be deemed to have investment power with respect to the 6% Series A preferred units held by EMH Howard, LLC. Mr. Howard disclaims beneficial ownership of such 6% Series A preferred units beneficially owned by EMH Howard, LLC, except to the extent of his pecuniary interest therein.

	/s/ Michael Macmanus as Attorney-in-Fact for Jack L. Howard	10/16/2017
	** Signature of Reporting Person	Date
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