FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Richardson Brian

2. Date of Event Requiring Statement (MM/DD/YYYY)
9/7/2016 

3. Issuer Name and Ticker or Trading Symbol

FAIRMOUNT SANTROL HOLDINGS INC. [FMSA]

(Last)        (First)        (Middle)

8834 MAYFIELD ROAD

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

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Executive Vice President /

(Street)

CHESTERLAND, OH 44026       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   105500   (1) D    
Common Stock   2665.094   I   By 401(k) Plan  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy)     (2) 3/1/2026   Common Stock   72000   $2.04   D    
Employee Stock Option (Right to Buy)     (3) 6/1/2025   Common Stock   100000   $8.95   D    

Explanation of Responses:
( 1)  The total number of shares of Common Stock reported includes 30,000 restricted stock units granted on March 1, 2016 and 28,000 restricted stock units granted on March 7, 2016. These restricted stock units vest in 1/4 increments commencing one year after the date of grant. In addition, the reporting person was granted 15,000 restricted stock units on June 1, 2015, which vest on December 31, 2020 but are subject to accelerated vesting upon the achievement of certain pre-established EBITDA targets.
( 2)  The options vest and become exercisable in 1/3 increments commencing one year after the date of grant.
( 3)  The stock options vest on 12/31/2019, but will be subject to accelerated vesting upon the achievement of certain pre-established annual and/or cumulative EBITDA targets.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Richardson Brian
8834 MAYFIELD ROAD
CHESTERLAND, OH 44026


Executive Vice President

Signatures
/s/ David J. Crandall as attorney-in-fact for Brian J. Richardson under Power of Attorney 9/14/2016
** 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 5(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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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