X0206 3 2015-06-24 0 0001637913 Milacron Holdings Corp. MCRN 0001205956 GALLAGHER JOHN J III C/O MILACRON HOLDINGS CORP. 3010 DISNEY STREET CINCINNATTI OH 45209 0 1 0 0 Chief Op Officer-MDCS & Fluids Common Stock, par value $0.01 per share 146938 I Held by Stellar CJS Holdings, LLC Option (right to buy) 6.64 2022-11-27 Common stock 59953 I Held by Stellar CJS Holdings, LLC Option (right to buy) 6.64 2024-05-01 Common stock 292325 I Held by Stellar CJS Holdings, LLC Option (right to buy) 6.64 2024-05-01 Common stock 292325 I Held by Stellar CJS Holdings, LLC Option (right to buy) 20 2025-06-24 Common stock 92097 I Held by Stellar CJS Holdings, LLC Of the shares reported as beneficially owned, 14,063 represent shares of restricted stock that are subject to vesting and forfeiture. The securities reported in this Form 3 are directly held by Stellar CJS Holdings, LLC, of which Mr. Gallagher and his spouse are the sole members, and may be deemed to be held by the Reporting Person. These options will vest over five years, at a rate of 20% per year, beginning on the first anniversary of the grant date, November 27, 2012, and immediately vest upon a change of control. These options will vest over four years, at a rate of 25% per year, beginning on the first anniversary of the grant date, May 1, 2014, and will immediately vest in full upon the satisfaction of certain performance criteria based upon the price of the common stock. These options will vest in full upon the satisfaction of certain performance criteria based upon the price of the common stock. The options will vest and become exercisable in equal annual installments of 25% of the shares over a 4-year period on each anniversary date of the grant, June 24, 2015, subject to the participant's continued service through each applicable vesting date. See Exhibit 24.1 - Power of Attorney. /s/ Hugh O'Donnell, as Attorney-in-Fact for John J. Gallagher, III 2015-06-24