SEC FORM 4

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^*

ELLIOTT ASSOCIATES, L.P.

(Last)

(First)

(Middle)

40 WEST 57TH STREET

30TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Arconic Inc. [ ARNC ]

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)
08/26/2019

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $1.00 par value⁽¹⁾	08/26/2019		S		811,348	D	$24.94⁽³⁾	14,514,475	I	See Footnote⁽²⁾
Common Stock, $1.00 par value⁽¹⁾	08/27/2019		S		851,021	D	$25.17⁽⁴⁾	13,663,454	D
Common Stock, $1.00 par value⁽¹⁾	08/28/2019		S		228,415	D	$25.05	13,435,039	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Notional Principal Amount Derivative Agreements	⁽⁵⁾	08/26/2019		J/K		1⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	412,300	⁽⁵⁾	1⁽⁵⁾	D
Notional Principal Amount Derivative Agreements	⁽⁵⁾	08/26/2019		J/K		1⁽⁵⁾		⁽⁵⁾	⁽⁵⁾	Common Stock	476,548	⁽⁵⁾	1⁽⁵⁾	I	See Footnote⁽²⁾
Notional Principal Amount Derivative Agreements	⁽⁶⁾	08/27/2019		J/K		1⁽⁶⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	415,400	⁽⁶⁾	1⁽⁶⁾	D
Notional Principal Amount Derivative Agreements	⁽⁶⁾	08/27/2019		J/K		1⁽⁶⁾		⁽⁶⁾	⁽⁶⁾	Common Stock	513,121	⁽⁶⁾	1⁽⁶⁾	I	See Footnote⁽²⁾
Notional Principal Amount Derivative Agreements	⁽⁷⁾	08/28/2019		J/K		1⁽⁷⁾		⁽⁷⁾	⁽⁷⁾	Common Stock	228,415	⁽⁷⁾	1⁽⁷⁾	D

Explanation of Responses:

1. This Form 4 is filed by Elliott Associates, L.P. ("Reporting Person"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.

2. Reflects a transaction effected by Liverpool, a wholly-owned subsidiary of Elliott.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.87 to $25.05, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.17 to $25.18, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

5. The Reporting Person, directly and through The Liverpool Limited Partnership, a Bermuda limited partnership and a wholly-owned subsidiary of the Reporting Person ("Liverpool"), increased its position in notional principal amount derivative agreements (the "Derivative Agreements") in the form of cash settled swaps. The strike prices of the Derivative Agreements reported herein range from $24.89 to $25.05. The Derivative Agreements provide the Reporting Person with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Derivative Agreements (such shares, the "Subject Shares"). The Reporting Person disclaims beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020.

6. The Reporting Person, directly and through Liverpool, increased its position in the Derivative Agreements in the form of cash settled swaps. The strike price of the Derivative Agreements reported herein is $25.18. The Derivative Agreements provide the Reporting Person with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. The Reporting Person disclaims beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020.

7. The Reporting Person, directly and through Liverpool, increased its position in the Derivative Agreements in the form of cash settled swaps. The strike price of the Derivative Agreements reported herein is $25.08. The Derivative Agreements provide the Reporting Person with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. The Reporting Person disclaims beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020.

Remarks:

The Reporting Person has agreed to disgorge to the Issuer all statutory "profits" pursuant to Section 16(b) of the Securities Exchange Act of 1934, as amended, that resulted from the transactions reported herein.

	/s/ Elliot Greenberg, Vice President of Braxton Associates, Inc., as General Partner of Elliott Capital Advisors, L.P., as General Partner, of Elliott Associates, L.P.	08/28/2019
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.