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
X	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* WSP Global Inc. (Last) (First) (Middle) 1600 RENE-LEVESQUE BLVD. WEST (Street) MONTREAL A8 H3H 1P9 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ECOLOGY & ENVIRONMENT INC [ EEI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 12/31/2019
	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
Common Stock	12/31/2019		P(1)(2)(3)		1,000	A	(1)(2)(3)	1,000	I	See Footnote(1)(2)(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. On August 28, 2019, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement") with the Reporting Person and Everest Acquisition Corp., a New York corporation and an indirect wholly owned subsidiary of the Reporting Person ("Merger Sub"), for the acquisition of the Issuer by the Reporting Person. Pursuant to the Merger Agreement, upon the terms and subject to the conditions thereof, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation (the "Surviving Corporation"). On December 31, 2019, the parties completed the Merger and filed a certificate of merger with the New York Department of State, providing for the Merger, followed by a certificate of amendment to the certificate of incorporation of the Issuer as the surviving corporation. At the effective time of the Merger (the "Effective Time")

2. (continued from footnote 1) and by virtue of the Merger, (i) each share of Common Stock held by the Issuer or any wholly owned subsidiary of the Issuer (or held in the Issuer's treasury) or held, directly or indirectly, by the Reporting Person, Merger Sub or any other wholly owned Subsidiary of the Reporting Person immediately prior to the Effective Time (collectively, the "Excluded Shares") were canceled and retired and ceased to exist, and no consideration was delivered in exchange therefor; (ii) each share of the Issuer's Class A Common Stock and Class B Common Stock, issued and outstanding immediately prior to the Effective Time (other than the Excluded Shares) but including shares that were, as of the Effective Time, unvested and subject to restrictions, converted into the right to receive $15.00 in cash (the "Per Share Merger Consideration"), without interest and subject to any required tax withholding,

3. (continued from footnote 2) and (iii) each share of common stock, $0.01 par value per share, of Merger Sub outstanding immediately prior to the Effective Time was converted into one share of Common Stock of the Issuer. As a result of such transactions and the certificate of incorporation of the Issuer as amended by the certificate of amendment, following the Effective Time, the Issuer has a single class of capital stock, the Common Stock, and all 1,000 shares of Common Stock outstanding are held through a U.S. wholly owned subsidiary of the Reporting Person.

Remarks:

	s/ Philippe Fortier, Chief Legal Officer and Corporate Secretary, WSP Global Inc.	01/03/2019
	** 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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