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 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 *
Gores Sponsor LLC
  2. Issuer Name and Ticker or Trading Symbol
Hostess Brands, Inc. [TWNK]
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)
9800 WILSHIRE BLVD., 
3. Date of Earliest Transaction (Month/Day/Year)
11/04/2016
(Street)

BEVERLY HILLS, CA 90212
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
Class A Common Stock, par value $0.0001 per share 11/04/2016   A   9,087,232 A $ 9.18 9,087,232 D  
Class A Common Stock, par value $0.0001 per share 11/04/2016   C   5,237,500 A $ 0 14,324,732 D  
Class A Common Stock, par value $0.0001 per share 11/04/2016   J(1)   500,000 D (1) 13,824,732 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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
Class F Common Stock, par value $0.0001 per share (2) 11/04/2016   D(3)     4,062,500   (2)   (2) Class A Common Stock, par value $0.0001 per share 4,062,500 (2) 5,237,500 D  
Class F Common Stock, par value $0.0001 per share (2) 11/04/2016   C     5,237,500   (2)   (2) Class A Common Stock, par value $0.0001 per share 5,237,500 (2) 0 D  
Warrants to Purchase Shares of Class A Common Stock $ 5.75 11/04/2016   A(4)   19,000,000   12/04/2016 11/04/2021 Class A Common Stock, par value $0.0001 per share 9,500,000 $ 0.5 19,000,000 D  
Warrants to Purchase Shares of Class A Common Stock $ 5.75 11/04/2016   J(5)     2,000,000 12/04/2016 11/04/2021 Class A Common Stock, par value $0.0001 per share 1,000,000 (5) 17,000,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Gores Sponsor LLC
9800 WILSHIRE BLVD.
BEVERLY HILLS, CA 90212
  X   X    
Gores Alec E
C/O GORES SPONSOR LLC
9800 WILSHIRE BLVD.
BEVERLY HILLS, CA 90212
  X   X    

Signatures

 Gores Sponsor LLC, By: Platinum Equity, LLC, its managing member, By: /s/ Mary Ann Sigler, Chief Financial Officer, By: AEG Holdings, LLC, its managing Member, By: /s/ Alec Gores, Managing Member   11/08/2016
**Signature of Reporting Person Date

 /s/ Alec Gores   11/08/2016
**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) Consists of 500,000 shares of Class A Common Stock transferred by Gores Sponsor LLC in connection with the closing of the transactions contemplated by the Master Transaction Agreement dated as of July 5, 2016 by and among the reporting person, the Issuer and the other parties thereto (the "Agreement").
(2) The shares of Class F Common Stock were convertible into shares of Class A Common Stock on a one-for-one basis without any expiration date.
(3) 4,062,500 shares of Class F Common Stock were forfeited by Gores Sponsor LLC to the Issuer on November 4, 2016 in connection with the closing of the transactions contemplated by the Agreement.
(4) The warrants were purchased by Gores Sponsor LLC on August 13, 2015. The warrants will become exercisable 30 days after the closing of the transactions contemplated by the Agreement, on December 4, 2016. Each warrant will be exercisable for one-half of one share of Class A Common Stock at an exercise price of $5.75 per half share, to be exercised only for a whole number of shares of Class A Common Stock.
(5) Consists of 2,000,000 warrants transferred by Gores Sponsor LLC pursuant to the Agreement in connection with the closing of the transactions contemplated by the Agreement.

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