UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~Pursuant~~PURSUANT toTO ~~Section~~ SECTION 13 orOR 15(d) ofOF ~~the~~THE

~~Securities~~SECURITIES ~~Exchange~~EXCHANGE ~~Act~~ACT ofOF 1934

Date of Report (~~date~~Date of earliest event reported): ~~March~~ 22March 27, 2019

MPM HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Delaware	333-201338	~~333~~47-~~201338~~1756080	~~47-1756080~~
(State or other jurisdiction of incorporation)		(Commission File Number)	(I.R.S. Employer Identification No.)
(State or other jurisdiction ofincorporation or organization)	(Commission FileNumber)	(I.R.S. EmployerIdentification No.)

MOMENTIVE PERFORMANCE MATERIALS INC.

(Exact name of registrant as specified in its charter)

Delaware	333-146093	~~333~~20-~~146093~~5748297	~~20-5748297~~
(State or other jurisdiction of organization)		(CommissionFile Number)	(I.R.S. Employer Identification No.)
(State or other jurisdiction ofincorporation or organization)	(Commission FileNumber)	(I.R.S. EmployerIdentification No.)

260 Hudson River Road



260 Hudson River Road Waterford, NY 12188		(518) 233-3330
(Address of principal executive offices including zip code)		(Registrant’s telephone number, including area code)

~~Waterford,~~Not ~~NY 12188~~ Applicable

(~~Address~~Former ofName ~~principal~~or ~~executive~~Former ~~offices~~Address, ~~including~~if ~~zip~~Changed ~~code~~Since Last Report)

~~(518)~~Check ~~233~~the appropriate box below if the Form 8-~~3330~~K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (~~Registrant’s telephone number, including area code~~17 CFR 230.425) o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~N/A~~Item 2.02 Results of Operations and Financial Condition

On March 27, 2019, MPM Holdings Inc. (~~Former~~"Momentive") ~~name~~issued ~~or former~~a ~~address~~news release announcing its results for the fourth quarter ended December 31, if2018 ~~changed~~and ~~since~~Fiscal ~~last~~2018. A ~~report)~~copy of the News Release is being furnished as Exhibit 99.1 to this current report.

~~Check~~Item ~~the~~9.01 ~~appropriate~~Financial ~~box~~Statements ~~below if~~and ~~the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~ Exhibits

☐		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

(d) Exhibits

~~Item~~Exhibit 799.011 ~~Regulation~~News FDRelease, ~~Disclosure~~dated March 27, 2019, announcing Momentive’s financial results for the fourth quarter ended December 31, 2018 and Fiscal 2018.

On March 22, 2019, MPM Holdings Inc. (the “Company”) issued a news release responding to a network security incident. The news release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information set forth in this Item 7.01 and the attached Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities in that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 News Release, dated March 22, 2019, announcing MPM Holdings Inc.’s Response to a Network Security Incident.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, aseach ~~amended,~~of the ~~Registrant~~Registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MPM HOLDINGS INC.	~~MPM HOLDINGS INC.~~
Date: March 22, 2019		/s/ Erick R. Asmussen
Date: March 27, 2019	/s/ Erick R. Asmussen
	Erick R. Asmussen	~~Erick R. Asmussen~~
	Chief Financial Officer	~~Chief Financial Officer~~
		MOMENTIVE PERFORMANCE MATERIALS INC.
		/s/ Erick R. Asmussen
		Erick R. Asmussen
		Chief Financial Officer



		MOMENTIVE PERFORMANCE MATERIALS INC.

		/s/ Erick R. Asmussen
		Erick R. Asmussen
		Chief Financial Officer

EXHIBIT INDEX



Exhibit		Description
99.1		News Release dated March 27, 2019 titled “Momentive Announces Fourth Quarter and Fiscal 2018 Results.”

Filing Compare · MPM Holdings Inc.