Ownership Submission

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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3235-0287

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Huntsman CORP

2. Issuer Name and Ticker or Trading Symbol
Venator Materials PLC [VNTR]

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

10003 WOODLOCH FOREST DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2017

(Street)

THE WOODLANDS, TX 77380

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
Ordinary Shares	08/08/2017		S⁽¹⁾		26,105,000	D	$ 18.85 ⁽²⁾	80,166,712	I ⁽¹⁾	See Footnote ⁽¹⁾

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Huntsman CORP 10003 WOODLOCH FOREST DRIVE THE WOODLANDS, TX 77380		X
HUNTSMAN INTERNATIONAL LLC 10003 WOODLOCH FOREST DRIVE THE WOODLANDS, TX 77380		X
Huntsman (Holdings) Netherlands B.V. 10003 WOODLOCH FOREST DRIVE THE WOODLANDS, TX 77380		X

Signatures

/s/ Huntsman Corporation, by Sean Pettey, as Attorney-in-Fact		08/10/2017
^**Signature of Reporting Person		Date
/s/ Huntsman International LLC, by Sean Pettey, as Attorney-in-Fact		08/10/2017
^**Signature of Reporting Person		Date
/s/ Huntsman (Holdings) Netherlands B.V., by Sean Pettey, as Attorney-in-Fact		08/10/2017
^**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)	This Form 4 is being filed jointly by (i) Huntsman (Holdings) Netherlands B.V. ("Huntsman Holdings"), a wholly-owned subsidiary of Huntsman International Financial LLC, which is a direct wholly-owned subsidiary of Huntsman International LLC ("Huntsman International"), (ii) Huntsman International, which is a direct wholly-owned subsidiary of Huntsman Corporation ("Huntsman") and (iii) Huntsman. On August 8, 2017, Huntsman Holdings sold 15,607,889 of Venator Materials PLC's ("Venator") ordinary shares, par value $0.001 per share ("Ordinary Shares"), to the public in Venator's initial public offering. Also on August 8, 2017, Huntsman International sold 10,497,111 Ordinary Shares to the public in Venator's initial public offering and no longer directly owns any Ordinary Shares of Venator.
(2)	This amount represents the $20.00 public offering price per Ordinary Share less the underwriting discount of $1.15 per Ordinary Share.
Remarks: Powers of Attorney for Huntsman Corporation, Huntsman International LLC and Huntsman (Holdings) Netherlands B.V. are attached as Exhibits 24.1, 24.2 and 24.3, respectively.

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