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
                                                                                  
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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 *

ASP MD Investco LP 		2. Issuer Name and Ticker or Trading Symbol

Metaldyne Performance Group Inc. [ MPG ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

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

C/O AMERICAN SECURITIES LLC, 299 PARK AVENUE, 34TH FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

5/6/2016
(Street)

NEW YORK, NY 10171
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

___ Form filed by One Reporting Person
_ X _ 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, par value $0.001 per share                  51373293   D   (1) (2)  
Common Stock, par value $0.001 per share   5/6/2016     A    3135   (3) A $15.95   3135   (4) D   (2) (4)  
Common Stock, par value $0.001 per share   5/6/2016     A    3135   (3) A $15.95   3135   (5) D   (2) (5)  
Common Stock, par value $0.001 per share   5/6/2016     A    3135   (3) A $15.95   3135   (6) D   (2) (6)  

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

Explanation of Responses:
( 1)  Represents (A) 51,365,358 shares directly owned by ASP MD Investco LP ("Investco") that may also be deemed to be indirectly beneficially owned by: (i) American Securities Partners VI, L.P., American Securities Partners VI(B), L.P., American Securities Partners VI(C), L.P. and American Securities Partners VI(D), L.P. (each, a "Sponsor"), the owners of partnership interests in Investco; and (ii) American Securities Associates VI, LLC, the general partner of each Sponsor. American Securities LLC ("ASL") provides investment advisory services to each Sponsor, and (B) 7,935 shares of common stock granted on September 1, 2015 to Kevin Penn, Loren Easton and Michael Fisch in their capacity as directors of Metaldyne Performance Group Inc.; pursuant to an arrangement between each of Mr. Penn, Mr. Easton, and Mr. Fisch and ASL, such shares of common stock were assigned to and held for the benefit of ASL.
( 2)  Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of such Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 3)  Restricted Stock vests in installments over the course of a three year period beginning on May 6, 2016.
( 4)  Kevin Penn is a managing director of ASL (and a director of Issuer). Pursuant to an arrangement between Mr. Penn and ASL, all director fees received by him from the Issuer are paid over to or held for the benefit of ASL.
( 5)  Loren Easton is a managing director of ASL (and a director of the Issuer). Pursuant to an arrangement between Mr. Easton and ASL, all director fees received by him from the Issuer are paid over to or held for the benefit of ASL.
( 6)  Michael G. Fisch is President and Chief Executive Officer of ASL (and a director of the Issuer). Pursuant to an arrangement between Mr. Fisch and ASL, all director fees received by him from the Issuer are paid over to or held for the benefit of ASL.

Remarks:
Exhibit 99.1 Joint Filer Information, incorporated herein by reference

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ASP MD Investco LP
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171 		X X

American Securities Partners VI, L.P.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171
X

American Securities Partners VI(B), L.P.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171
X

American Securities Partners VI(C), L.P.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171
X

American Securities Partners VI(D), L.P.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171
X

American Securities Associates VI, LLC
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171
X

AMERICAN SECURITIES LLC
299 PARK AVENUE
34TH FLOOR
NEW YORK, NY 10171
X

Penn Kevin S.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171
X

Easton Loren S.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171 		X


Fisch Michael G.
C/O AMERICAN SECURITIES LLC
299 PARK AVENUE, 34TH FLOOR
NEW YORK, NY 10171 		X



Signatures
ASP MD Investco LP, By: ASP Manager Corp., its general partner, /s/ Michael G. Fisch, as President 5/10/2016
** Signature of Reporting Person Date

American Securities Partners VI, L.P., By: American Securities Associates VI, LLC, its general partner, /s/ Michael G. Fisch, as Managing Member 5/10/2016
** Signature of Reporting Person Date

American Securities Partners VI(B), L.P., By: American Securities Associates VI, LLC, its general partner, /s/ Michael G. Fisch, as Managing Member 5/10/2016
** Signature of Reporting Person Date

American Securities Partners VI(C), L.P., By: American Securities Associates VI, LLC, its general partner, /s/ Michael G. Fisch, as Managing Member 5/10/2016
** Signature of Reporting Person Date

American Securities Partners VI(D), L.P., By: American Securities Associates VI, LLC, its general partner, /s/ Michael G. Fisch, as Managing Member 5/10/2016
** Signature of Reporting Person Date

American Securities Associates VI, LLC, /s/ Michael G. Fisch, as Managing Member 5/10/2016
** Signature of Reporting Person Date

American Securities LLC, /s/ Michael G. Fisch, as President and Chief Executive Officer 5/10/2016
** Signature of Reporting Person Date

/s/ Kevin Penn 5/10/2016
** Signature of Reporting Person Date

/s/ Loren Easton 5/10/2016
** Signature of Reporting Person Date

/s/ Michael G. Fisch 5/10/2016
** 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 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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