Systemax : 4

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 or

Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *	2. Issuer Name and Ticker or Trading Symbol	5. Relationship of Reporting Person(s) to Issuer
		(Check all applicable)

Werner Klaus

SYSTEMAX INC [ SYX ]

_____ Director

_____ 10% Owner

(Last)

(First)

(Middle)

3. Date of Earliest Transaction (MM/DD/YYYY)

__X__ Officer (give title below) _____ Other (specify below)

C/O SYSTEMAX INC., 11 HARBOR

2/24/2020

SVP & Chief Marketing Officer

PARK DRIVE

(Street)

4. If Amendment, Date Original Filed (MM/DD/YYYY) 6. Individual or Joint/Group Filing (Check Applicable Line)

PORT WASHINGTON, NY 11050

_X _ Form filed by One Reporting Person

(City)

(State)

(Zip)

___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security

2. Trans. Date

2A. Deemed

3. Trans. Code

4. Securities Acquired (A)

5. Amount of Securities Beneficially Owned

6.

7. Nature

(Instr. 3)

Execution

(Instr. 8)

or Disposed of (D)

Following Reported Transaction(s)

Ownership

of Indirect

Date, if any

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Form:

Beneficial

Direct (D)

Ownership

or Indirect

(Instr. 4)

(A) or

(I) (Instr.

Code

V

Amount

(D)

Price

4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate

2.

3. Trans.

3A. Deemed

4. Trans.

5. Number of

6. Date Exercisable and

7. Title and Amount of

8. Price of

9. Number of

10.

11. Nature

Security

Conversion

Date

Execution

Code

Derivative

Expiration Date

Securities Underlying

Derivative

derivative

Ownership

of Indirect

(Instr. 3)

or Exercise

Date, if any

(Instr. 8)

Securities Acquired

Derivative Security

Security

Securities

Form of

Beneficial

Price of

(A) or Disposed of

(Instr. 3 and 4)

(Instr. 5)

Beneficially

Derivative

Ownership

Derivative

(D)

Owned

Security:

(Instr. 4)

Security

(Instr. 3, 4 and 5)

Following

Direct (D)

Reported

or Indirect

Date

Expiration

Amount or

Title

Transaction(s)

(I) (Instr.

Number of

Code

V

(A)

(D)

Exercisable

Date

Shares

(Instr. 4)

4)

Employee Stock

(1)

Common

Option (right to

$22.93

2/24/2020

A

7924

2/24/2030

7924.0

$0

7924

D

Stock

buy)

Explanation of Responses:

1. The Employee Stock Option (right to buy) granted on February 24, 2020 have a four year vesting schedule with 25% of the options vesting on the first, second, third and fourth anniversary dates of the grant date.

Reporting Owners

Reporting Owner Name / Address				Relationships
Director	10% Owner	Officer	Other
Werner Klaus
C/O SYSTEMAX INC.				SVP & Chief Marketing Officer
11 HARBOR PARK DRIVE
PORT WASHINGTON, NY 11050
Signatures
/s/ Klaus Werner	2/26/2020
**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.

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