Edgar Filing: AI INVESTMENTS HOLDINGS LLC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

AI INVESTMENTS HOLDINGS LLC

2. Issuer Name and Ticker or Trading Symbol
LyondellBasell Industries N.V. [LYB]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC., 40 WEST 57TH STREET, 28TH FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2018

(Street)

NEW YORK, NY 10019

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
Ordinary shares	11/06/2018		P		447,333	A	$ 94.656 ⁽¹⁾	1,757,905	D ⁽²⁾ ⁽³⁾
Ordinary shares	11/06/2018		P		67,378	A	$ 95.1148 ⁽⁴⁾	1,825,283	D ⁽²⁾ ⁽³⁾
Ordinary shares	11/07/2018		P		105,553	A	$ 95.1078 ⁽⁵⁾	1,930,836	D ⁽²⁾ ⁽³⁾
Ordinary shares	11/07/2018		P		132,585	A	$ 96.2099 ⁽⁶⁾	2,063,421	D ⁽²⁾ ⁽³⁾
Ordinary shares	11/07/2018		P		134,567	A	$ 96.7959 ⁽⁷⁾	2,197,988	D ⁽²⁾ ⁽³⁾
Ordinary shares	11/08/2018		P		243,188	A	$ 95.6789 ⁽⁸⁾	2,441,176	D ⁽²⁾ ⁽³⁾
Ordinary shares	11/08/2018		P		471,851	A	$ 96.2876 ⁽⁹⁾	2,913,027	D ⁽²⁾ ⁽³⁾
Ordinary shares								41,144,973	I ⁽³⁾ ⁽¹⁰⁾	By entity
Ordinary shares								16,000,000	I ⁽³⁾ ⁽¹¹⁾	By entity
Ordinary shares								221,554	I ⁽³⁾ ⁽¹²⁾ ⁽¹³⁾	By partnerships
Ordinary shares								10,704,141	I ⁽³⁾ ⁽¹³⁾ ⁽¹⁴⁾	By LLCs
Ordinary shares								3,522,699	I ⁽³⁾ ⁽¹⁵⁾	By LLC

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
AI INVESTMENTS HOLDINGS LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019		X
Access Industries Holdings LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019		X
ACCESS INDUSTRIES, LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019		X
ACCESS INDUSTRIES MANAGEMENT, LLC C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019		X
Blavatnik Len C/O ACCESS INDUSTRIES, INC. 40 WEST 57TH STREET, 28TH FLOOR NEW YORK, NY 10019		X

Signatures

/s/ Alejandro Moreno for AI Investments Holdings LLC		11/08/2018
^**Signature of Reporting Person		Date
/s/ Alejandro Moreno for Access Industries Holdings LLC		11/08/2018
^**Signature of Reporting Person		Date
/s/ Alejandro Moreno for Access Industries, LLC		11/08/2018
^**Signature of Reporting Person		Date
/s/ Alejandro Moreno for Access Industries Management, LLC		11/08/2018
^**Signature of Reporting Person		Date
/s/ Alejandro Moreno, as Attorney-in-Fact for Mr. Blavatnik		11/08/2018
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.0050 to $95.0000, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(2)	The securities reported are held directly by AI Investments Holdings LLC ("AIIH") and may be deemed to be indirectly beneficially owned by Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik because Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIIH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIIH, and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.
(3)	Each of the reporting persons (other than the direct holder) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities.
(4)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.0100 to $95.5500, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(5)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.5750 to $95.5700, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(6)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.5750 to $96.5700, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(7)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.5800 to $96.9400, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(8)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.9400 to $95.9350, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(9)	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.9400 to $96.5800, inclusive. The reporting person undertakes to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., 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 ranges set forth in this footnote to this Form 4.
(10)	The securities reported are held directly by AI International Chemicals S.a r.l. ("AIIC") and may be deemed to be indirectly beneficially owned by AIIH, Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik because AIIH holds a majority of the outstanding voting interests in AIIC, Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIIH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIIH, and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.
(11)	The securities reported are held directly by AI European Holdings S.a r.l. ("AIEH") and may be deemed to be indirectly beneficially owned by Access Industries Holdings LLC, Access Industries, LLC, Access Industries Management, LLC, and Len Blavatnik because Access Industries Holdings LLC, Access Industries, LLC and Access Industries Management, LLC control, or hold a majority of the outstanding voting interests in, entities that directly or indirectly control AIEH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC and Access Industries Holdings LLC and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.
(12)	The securities reported are held directly as follows: (i) 74,028 ordinary shares by Altep 2010 L.P. ("Altep 2010"), (ii) 74,754 ordinary shares by Altep 2011 L.P. ("Altep 2011"), and (iii) 72,772 ordinary shares by Altep 2014 L.P. ("Altep 2014"). Len Blavatnik may be deemed to indirectly beneficially own the ordinary shares held directly by Altep 2010, Altep 2011 and Altep 2014 because he controls AI Altep Holdings, Inc. and AI Altep Holdings, Inc. is the general partner of each of Altep 2010, Altep 2011 and Altep 2014.
(13)	Because of their relationships with the other Reporting Persons, each of Access Industries Holdings LLC, Access Industries, LLC and Access Industries Management, LLC may be deemed to beneficially own the ordinary shares held directly by Altep 2010, Altep 2011, Altep 2014, AI New Holdings LLC and AI New Holdings 2 LLC. Each of the Reporting Persons, and each of their affiliated entities and the officers, partners, members, and managers thereof, disclaims beneficial ownership of the ordinary shares held directly by each of Altep 2010, Altep 2011, Altep 2014, AI New Holdings LLC and AI New Holdings 2 LLC.
(14)	The securities reported are held directly as follows: (i) 10,456,829 ordinary shares owned directly by AI New Holdings 2 LLC, and (ii) 247,312 ordinary shares owned directly by AI New Holdings LLC. Each of Access Industries Management, LLC, Access Industries Holdings LLC and Len Blavatnik may be deemed to indirectly beneficially own the ordinary shares held directly by AI New Holdings 2 LLC because Mr. Blavatnik controls Access Industries Management, LLC, Access Industries Holdings LLC owns a majority of the outstanding voting interests in RSB 2 Limited which is the sole member of AI New Holdings 2 LLC, and Access Industries Management, LLC controls AI New Holdings 2 LLC. Len Blavatnik may be deemed to indirectly beneficially own the ordinary shares held directly by AI New Holdings LLC because he controls AI Altep Holdings, Inc. and AI Altep Holdings, Inc. holds all of the outstanding voting interests in AI New Holdings LLC.
(15)	The securities reported are held directly by AIPH Holdings LLC ("AIPH") and may be deemed to be indirectly beneficially owned by Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik because Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIPH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIPH and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.

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