Edgar Filing: IMATION CORP

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 ^*

CLINTON GROUP INC

2. Issuer Name and Ticker or Trading Symbol
IMATION CORP [IMN]

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

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

(Last)

(First)

(Middle)

510 MADISON AVE, 8TH FL

3. Date of Earliest Transaction (Month/Day/Year)
01/08/2016

(Street)

NEW YORK, NY 10022

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)
Common Stock	01/08/2016		J		344,826	D	⁽¹⁾	1,360,075	I	See footnotes ⁽²⁾ ⁽³⁾
Common Stock	01/08/2016		J		344,826	A	⁽¹⁾	427,316	I	See footnotes ⁽³⁾ ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
CLINTON GROUP INC 510 MADISON AVE 8TH FL NEW YORK, NY 10022	X			See remarks.
Clinton Relational Opportunity Master Fund, L.P. C/O CLINTON GROUP, INC. 510 MADISON AVE., 8TH FLOOR NEW YORK, NY 10022				See remarks.
Clinton Magnolia Master Fund, Ltd. C/O CLINTON GROUP INC., 510 MADISON AVE. 8TH FLOOR NEW YORK, NY 10022				See remarks.
Clinton Relational Opportunity LLC C/O CLINTON GROUP INC. 510 MADISON AVE., 8TH FLOOR NEW YORK, NY 10022				See remarks.
GEH Capital Inc. C/O CLINTON GROUP INC., 601 LEXINGTON AV 51ST FLOOR NEW YORK, NY 10022				See remarks.
Hall George E. C/O CLINTON GROUP INC, 510 MADISON AVE. 8TH FLOOR NEW YORK, NY 10022				See remarks.

Signatures

Clinton Group, Inc., By: /s/ George Hall, its President		01/12/2016
^**Signature of Reporting Person		Date
Clinton Relational Opportunity Master Fund, L.P., By: Clinton Relational Opportunity, LLC, its Investment Manager, By:/s/ John Hall, its Authorized Signatory		01/12/2016
^**Signature of Reporting Person		Date
Clinton Magnolia Master Fund Ltd., By: Clinton Group, Inc., its investment advisor, By: /s/ George Hall, its President		01/12/2016
^**Signature of Reporting Person		Date
Clinton Relational Opportunity, LLC, By:/s/ John Hall, its Authorized Signatory		01/12/2016
^**Signature of Reporting Person		Date
GEH CAPITAL, INC., /s/ Francis Ruchalski		01/12/2016
^**Signature of Reporting Person		Date
/s/ George Hall		01/12/2016
^**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)	Effective January 8, 2016, WKCAX, a mutual fund portfolio for which Clinton Group, Inc. ("CGI") acted as sub-advisor, distributed in-kind, in connection with the winding up of WKCAX, shares of Imation Corp. held by it to GEH Capital, Inc. ("GEHC"), a shareholder of WKCAX and an affiliate of CGI. The aggregate number of shares beneficially owned by Mr. George E. Hall ("Mr. Hall") remains unchanged.
(2)	The securities reported on this line may be deemed to be indirectly beneficially owned by CGI, which securities are directly held by Clinton Relational Opportunity Master Fund, L.P. ("CREL"), Clinton Magnolia Master Fund, Ltd. ("CMMF") and a mutual fund portfolio ("CASF"). CGI is deemed to be the indirect beneficial owner of such securities by virtue of its position as investment manager of CMMF and its ownership of Clinton Relational Opportunity, LLC, which serves as the investment manager of CREL, and sub-advisory agreements governing CASF. Mr. Hall serves as the Chief Executive Officer of CGI. Mr. Hall is deemed to be the indirect beneficial owner of such securities by virtue of his direct and indirect control of CGI.
(3)	For purposes of Rule 16a-1(a)(2) of the 1934 Act, each of the Reporting Persons disclaim beneficial ownership of such securities, and this report shall not be deemed an admission that any Reporting Person is the beneficial owners of the securities for the purpose of Section 16 or for any other purpose, except to the extent of such Reporting Person's pecuniary interest therein. Mr. Joseph A. DePerio ("Mr. DePerio") is an employee of CGI and serves as a member of the board of directors of the Issuer. Mr. DePerio submits his Section 16 filings independent of CGI. CGI disclaims beneficial ownership of any and all securities beneficially owned by Mr. DePerio.
(4)	The securities reported on this line may be deemed to be indirectly beneficially owned by Mr. Hall, which securities are directly held by GEHC. Mr. Hall is deemed to be the indirect beneficial owner of such securities by virtue of his indirect ownership of GEHC.
Remarks: Because Mr. DePerio, an employee of CGI, serves as a member of the board of directors of the Issuer, each of the Reporting Persons may be deemed to be a director by deputization.

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