FORM 4
[ X ] 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
                                                                                  
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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 *

Alvey Thomas William III 		2. Issuer Name and Ticker or Trading Symbol

MaxPoint Interactive, Inc. [ MXPT ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
General Counsel, CPO
(Last)          (First)          (Middle)

3020 CARRINGTON MILL BLVD., SUITE 300 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/10/2017
(Street)

MORRISVILLE, NC 27560
(City)        (State)        (Zip)
4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/10/2017     U    1294   (1) D $13.86   2000   D    
Common Stock   10/10/2017     D    500   (2) D $13.86   1500   D    
Common Stock   10/10/2017     D    1500   (3) D $0   0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Stock Option (right to buy)   $7.0   10/10/2017     D         9166      (4) 2/28/2026   Common Stock   9166.0   $13.86   10834   D    
Stock Option (right to buy)   $7.0   10/10/2017     D         10834      (5) 2/28/2026   Common Stock   10834.0     (5) 0   D    

Explanation of Responses:
(1)  Disposed of upon the closing of the tender offer and merger pursuant to the Agreement and Plan of Merger by and among Harland Clarke Holdings Corp. ("Parent"), Mercury Merger Sub, Inc. ("Purchaser") (an indirect wholly owned subsidiary of Parent), and Issuer, dated as of August 27, 2017 (the "Merger Agreement"), whereby Purchaser acquired each outstanding share of common stock of the issuer for a cash payment of $13.86 per share.
(2)  Disposed of pursuant to the Merger Agreement whereby such restricted stock units were accelerated and then cancelled in exchange for the right to receive future cash payments in the amount of $13.86 per restricted stock unit pursuant to the Merger Agreement.
(3)  Disposed of pursuant to the Merger Agreement whereby such unvested restricted stock units were cancelled without payment of any consideration as they did not accelerate pursuant to the Merger Agreement.
(4)  Disposed of pursuant to the Merger Agreement, whereby each stock option vested and outstanding as of immediately prior to the Effective Time (after giving effect to any applicable accelerated vesting as defined in the Merger Agreement), was cancelled in exchange for the right to receive cash in an amount equal to the product of (i) the total number of shares subject to each such stock option immediately prior to the Effective Time and (ii) the excess, if any, of (x) $13.86 over (y) the exercise price per share subject to such stock option.
(5)  Disposed of pursuant to the Merger Agreement whereby such unvested stock options were cancelled without payment of any consideration as they did not accelerate pursuant to the Merger Agreement.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Alvey Thomas William III
3020 CARRINGTON MILL BLVD.
SUITE 300
MORRISVILLE, NC 27560

General Counsel, CPO

Signatures
/s/ Thomas William Alvey, III 10/10/2017
** 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.
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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