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 *

Juhase Thomas F
2. Issuer Name and Ticker or Trading Symbol

Donnelley Financial Solutions, Inc. [ DFIN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Operating Officer
(Last)          (First)          (Middle)

C/O DONNELLEY FINANCIAL SOLUTIONS, 35 WEST WACKER DRIVE
3. Date of Earliest Transaction (MM/DD/YYYY)

3/2/2020
(Street)

CHICAGO, IL 60601
(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 3/2/2020  D(1)  9442 D$0.00 100773 D  
Common Stock 3/2/2020  F(2)  10166 D$8.98 90607 (3)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 Security3. Trans. Date3A. Deemed Execution Date, if any4. 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 Date7. 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit  (4)3/2/2020 3/2/2020 A   39000     (4)3/2/2022 Common Stock 39000  (5)39000 D  

Explanation of Responses:
(1) Forfeiture of shares of common stock previously granted on March 2, 2017 pursuant to restricted stock award as a result of actual performance achievement below maximum.
(2) Shares were withheld as payment of a tax liability incident to vesting of restricted stock awards and restricted stock units issued in accordance with Rule 16b-3.
(3) Includes 55,240 shares held directly and 35,367 restricted stock units.
(4) Each restricted stock unit ("RSU") represents a contingent right to receive one share of Common Stock. The RSUs are subject to performance conditions and if such performance conditions are met, will vest in two equal amounts on March 2, 2021 and March 2, 2022.
(5) Company granted restricted stock units ("RSUs") issued pursuant to a Rule 16b-3 plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Juhase Thomas F
C/O DONNELLEY FINANCIAL SOLUTIONS
35 WEST WACKER DRIVE
CHICAGO, IL 60601


Chief Operating Officer

Signatures
Jennifer Reiners, pursuant to power of attorney3/4/2020
**Signature of Reporting PersonDate

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