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 *
Halkos Holdings, LLC
  2. Issuer Name and Ticker or Trading Symbol
GLOBAL BRASS & COPPER HOLDINGS, INC. [BRSS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Former 10% Owner
(Last)
(First)
(Middle)
C/O GLOBAL BRASS & COPPER HOLDINGS, INC., 475 N. MARTINGALE ROAD, SUITE 1050
3. Date of Earliest Transaction (Month/Day/Year)
01/28/2014
(Street)

SCHAUMBURG, IL 60173
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)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 per share 01/28/2014   S   6,400,000 D $ 16.25 910,000 D (1) (2)  

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Halkos Holdings, LLC
C/O GLOBAL BRASS & COPPER HOLDINGS, INC.
475 N. MARTINGALE ROAD, SUITE 1050
SCHAUMBURG, IL 60173
      Former 10% Owner
KPS Special Situations Fund III, L.P.
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Investors III, LP
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Investors II, L.P.
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Investors II GP, LLC
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Capital Partners, LLC
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Special Situations Fund III (A), L.P.
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Special Situations Fund II, L.P.
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Special Situations Fund II (A), L.P.
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner
KPS Investors III, Ltd.
C/O KPS CAPITAL PARTNERS, LP
485 LEXINGTON AVENUE, FL 31
NEW YORK, NY 10017
      Former 10% Owner

Signatures

 Halkos Holdings, LLC, /s/ Michael Psaros, Executive Committee Member   01/30/2014
**Signature of Reporting Person Date

 KPS Special Situations Fund III, L.P., /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Investors III, L.P., /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Investors II, L.P, /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Investors II GP, LLC, /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Capital Partners, LLC, /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Special Situations Fund III (A), L.P., /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Special Situations Fund II, L.P., /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Special Situations Fund II (A), L.P., /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**Signature of Reporting Person Date

 KPS Investors III, Ltd., /s/ Stephen Hoey, Chief Financial Officer   01/30/2014
**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) Halkos Holdings, LLC is a 10%+ shareholder of Global Brass and Cooper Holdings, Inc. KPS Special Situations Fund II, L.P., KPS Special Situations Fund II (A), L.P., KPS Special Situations Fund III, LP and KPS Special Situations Fund III (A), L.P. are collectively majority members of Halkos Holdings, LLC. KPS Investors III, Ltd. is the general partner of KPS Special Situations Fund III (A), L.P. and KPS Capital Partners, LLC is the controlling shareholder of KPS Investors III, Ltd. KPS Investors III, L.P. is the general partner of KPS Special Situations Fund III, L.P. and KPS Capital Partners, LLC is the general partner of KPS Investors III, L.P. KPS Investors II, L.P. is the general partner of KPS Special Situation Fund II, L.P. and KPS Special Situations Fund II (A), L.P. KPS Investors II GP, LLC is the general partner of KPS Investors II, L.P.
(2) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended.

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