X0306 4 2016-09-20 0 0000070415 GP STRATEGIES CORP GPX 0001423385 Sagard Capital Partners, L.P. 280 PARK AVENUE, 3RD FLOOR WEST NEW YORK NY 10017 0 0 1 0 0001423386 Sagard Capital Partners Management Corp 280 PARK AVENUE 3RD FLOOR WEST NEW YORK NY 10017 0 0 1 0 0001423388 Sagard Capital Partners GP, Inc. 280 PARK AVENUE 3RD FLOOR WEST NEW YORK NY 10017 0 0 1 0 Common Stock 2016-09-20 4 P 0 4494 25 A 3555397 I See footnote Common Stock 2016-09-21 4 P 0 4494 24.978 A 3559891 I See footnote The purchases reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Persons on August 8, 2016. Consists of shares of common stock, par value, $0.01 per share, of GPX ("Shares"). The price represents the weighted average purchase price of multiple transactions on the reported date at prices between $24.84 and $24.98. Detailed information regarding the number of Shares purchased at each separate price will be provided upon request by the Commission staff, the issuer, or a security holder of the issuer. Sagard is the direct beneficial owner of the Shares reported herein. GP and Sagard Management are indirect beneficial owners of such Shares. Each of the Reporting Persons disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of the securities reported herein except to the extent of its pecuniary interest therein. This Form 4 is being filed by Sagard Capital Partners, L.P., a Delaware limited partnership ("Sagard"), Sagard Capital Partners GP, Inc., a Delaware corporation ("GP"), and Sagard Capital Partners Management Corp., a Delaware corporation ("Sagard Management," and together with Sagard and GP, the "Reporting Persons"). As a result of direct and indirect securities holdings, Power Corporation of Canada and The Desmarais Family Residuary Trust (the "Trust"), which was formed under the Last Will and Testament of Paul G. Desmarais, may be deemed (i) to control the Reporting Persons, although the filing of this Form 4 shall not be construed as an admission that any such control relationship actually exists, and (ii) to beneficially own the securities reported herein. Each of Power Corporation of Canada, the Trust and the trustees of the Trust disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any. /s/ Charles J. Downey III, Attorney-in-Fact for Sagard Capital Partners, L.P. 2016-09-22 /s/ Charles J. Downey III, Attorney-in-Fact for Sagard Capital Partners GP, Inc. 2016-09-22 /s/ Charles J. Downey III, Attorney-in-Fact for Sagard Capital Partners Management Corp. 2016-09-22