Statement of Changes in Beneficial Ownership (4)

FORM 4 [ X ] 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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	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 * SKM Partners, LLC	2. Issuer Name and Ticker or Trading Symbol Norcraft Companies, Inc. [ NCFT ]	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) 601 LEXINGTON AVENUE, 53RD FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 5/12/2015
(Street) NEW YORK, NY 10022 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ 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	5/12/2015		U		5631751   (1)	D	$25.50	0	I	See footnote   (2)

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 Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. 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 Date		7. 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:
( 1)	5,521,325 shares held by SKM Equity Fund III, L.P. and 110,426 shares held by SKM Investment Fund.
( 2)	SKM Partners, LLC is the general partner of SKM Equity Fund III, L.P. Apax Partners, L.P. is the managing partner of SKM Investment Fund. Apax Partners, LLC is the general partner of Apax Partners, LP. John Megrue is the managing member of SKM Partners, LLC and Apax Partners, LLC. By virtue of these relationships, SKM Partners, LLC, Apax Partners, L.P., Apax Partners, LLC and Mr. Megrue may be deemed to share voting and dispositive power with respect to the shares of Common Stock held by SKM Equity Fund III, L.P. and SKM Investment Fund. Each of SKM Partners, LLC, Apax Partners, L.P., Apax Partners, LLC and Mr. Megrue disclaims beneficial ownership of such shares except to the extent of its or his pecuniary interest therein.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SKM Partners, LLC 601 LEXINGTON AVENUE 53RD FLOOR NEW YORK, NY 10022		X
SKM EQUITY FUND III L P 601 LEXINGTON AVENUE 53RD FLOOR NEW YORK, NY 10022		X
SKM INVESTMENT FUND 601 LEXINGTON AVENUE 53RD FLOOR NEW YORK, NY 10022		X
Apax Partners, LLC 601 LEXINGTON AVENUE 53RD FLOOR NEW YORK, NY 10022		X
Apax Partners, LP 601 LEXINGTON AVENUE 53RD FLOOR NEW YORK, NY 10022		X
MEGRUE JOHN F 601 LEXINGTON AVENUE 53RD FLOOR NEW YORK, NY 10022		X

Signatures
/s/ Eric Tanquist, Attorney-in-Fact for SKM Partners, LLC		5/12/2015
** Signature of Reporting Person		Date
/s/ Eric Tanquist, Attorney-in-Fact for SKM Equity Fund III, L.P.		5/12/2015
** Signature of Reporting Person		Date
/s/ Eric Tanquist, Attorney-in-Fact for SKM Investment Fund		5/12/2015
** Signature of Reporting Person		Date
/s/ Eric Tanquist, Attorney-in-Fact for Apax Partners, LLC		5/12/2015
** Signature of Reporting Person		Date
/s/ Eric Tanquist, Attorney-in-Fact for Apax Partners, L.P.		5/12/2015
** Signature of Reporting Person		Date
/s/ Eric Tanquist, Attorney-in-Fact for John F. Megrue		5/12/2015
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
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