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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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Brand William C

2. Issuer Name and Ticker or Trading Symbol
HSN, Inc. [HSNI]

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
President, HSN & CMO, HSNi

(Last)

(First)

(Middle)

C/O HSN, INC., 1 HSN DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
12/29/2017

(Street)

ST. PETERSBURG, FL 33729

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ 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
Common Stock, par value $0.01 per share	12/29/2017		D		40,296.559 ⁽¹⁾	D	⁽¹⁾	0 ⁽¹⁾	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (9-02)

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

Restricted Stock Units

⁽²⁾

12/29/2017

13,168.417 ⁽²⁾

⁽³⁾

Common Stock, par value $0.01 per share

13,168.417 ⁽²⁾

⁽²⁾

0 ⁽²⁾

Share Appreciation Right

$ 5.02 ⁽⁴⁾

12/29/2017

12,934 ⁽⁴⁾

12/22/2009⁽⁵⁾

12/22/2018⁽⁵⁾

Common Stock, par value $0.01 per share

12,934 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 3.69 ⁽⁴⁾

12/29/2017

8,122 ⁽⁴⁾

02/25/2010⁽⁵⁾

02/25/2019⁽⁵⁾

Common Stock, par value $0.01 per share

8,122 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 17.39 ⁽⁴⁾

12/29/2017

14,179 ⁽⁴⁾

02/23/2011⁽⁵⁾

02/23/2020⁽⁵⁾

Common Stock, par value $0.01 per share

14,179 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 25.86 ⁽⁴⁾

12/29/2017

14,327 ⁽⁴⁾

02/09/2012⁽⁵⁾

02/09/2021⁽⁵⁾

Common Stock, par value $0.01 per share

14,327 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 31 ⁽⁴⁾

12/29/2017

15,987 ⁽⁴⁾

02/21/2013⁽⁵⁾

02/21/2022⁽⁵⁾

Common Stock, par value $0.01 per share

15,987 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 51.58 ⁽⁴⁾

12/29/2017

10,673 ⁽⁴⁾

02/12/2014⁽⁵⁾

02/12/2023⁽⁵⁾

Common Stock, par value $0.01 per share

10,673 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 47.72 ⁽⁴⁾

12/29/2017

19,098 ⁽⁴⁾

02/12/2015⁽⁵⁾

02/12/2024⁽⁵⁾

Common Stock, par value $0.01 per share

19,098 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 51.38 ⁽⁴⁾

12/29/2017

22,347 ⁽⁴⁾

07/07/2015⁽⁵⁾

07/07/2024⁽⁵⁾

Common Stock, par value $0.01 per share

22,347 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 65.24 ⁽⁴⁾

12/29/2017

28,572 ⁽⁴⁾

02/10/2016⁽⁵⁾

02/10/2025⁽⁵⁾

Common Stock, par value $0.01 per share

28,572 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 44.86 ⁽⁴⁾

12/29/2017

53,352 ⁽⁴⁾

02/16/2017⁽⁵⁾

02/16/2026⁽⁵⁾

Common Stock, par value $0.01 per share

53,352 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Share Appreciation Right

$ 38.8 ⁽⁴⁾

12/29/2017

58,824 ⁽⁴⁾

02/23/2018⁽⁵⁾

02/23/2027⁽⁵⁾

Common Stock, par value $0.01 per share

58,824 ⁽⁴⁾

⁽⁴⁾

0 ⁽⁴⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Brand William C C/O HSN, INC. 1 HSN DRIVE ST. PETERSBURG, FL 33729			President, HSN & CMO, HSNi

Signatures

/s/ Harold Herman, as attorney-in-fact		01/03/2018
^**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)	Per the terms of the Agreement and Plan of Merger, dated as of July 5, 2017, by and among HSN, Inc., a Delaware corporation ("HSNI"), Liberty Interactive Corporation, a Delaware corporation, and Liberty Horizon, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Liberty Interactive (the "Merger Agreement"), each share of HSNI common stock was converted to 1.65 shares of Liberty Interactive Series A QVC Group common stock ("Liberty QVCA common stock") rounded down to the nearest number of whole shares with any fractional shares being paid out in cash based on the market closing price of Liberty QVCA common stock on December 29, 2017.
(2)	Each Restricted Stock Unit ("RSU") is the economic equivalent of one share of HSNI common stock. Per the terms of the Merger Agreement, each RSU was converted into an RSU equivalent to 1.65 shares of Liberty QVCA common stock and rounded to the nearest whole share.
(3)	Per the terms of the award agreement, upon the occurrence of the later of (i) the effective time of the Merger Agreement and (ii) the individual's separation from service, each unvested RSU becomes fully vested.
(4)	Per the terms of the Merger Agreement, the Share Appreciation Right ("SAR") was converted into a SAR for shares of Liberty QVCA common stock by multiplying the number of shares in Table II, Column 7 by 1.65 (rounded down to the nearest number of whole shares) at an exercise price per share equal to the exercise price in Table II, Column 2 divided by 1.65 and rounded up to the nearest whole cent.
(5)	Per the terms of the award agreement: (i) to the extent unvested, the award will vest upon the occurrence of the later of (a) the effective time of the Merger Agreement and (b) the individual's separation from service, and (ii) after a change of control and separation from service, the SAR expires on the earlier of (c) the original expiration date of the SAR or (d) one year following the individual's separation from service.

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