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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Stettin Glen D.   2. Issuer Name and Ticker or Trading Symbol Express Scripts Holding Co. [ESRX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Sr. VP, Clin. Res. & New Sol. (Last) (First) (Middle) C/O EXPRESS SCRIPTS HOLDING COMPANY, ONE EXPRESS WAY 3. Date of Earliest Transaction (Month/Day/Year) 01/02/2018 (Street) ST. LOUIS, MO 63121 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 01/02/2018   S(1)   3,448 D $ 76 37,055.331 D   Common Stock 01/02/2018   M   158 A $ 75.23 37,213.331 D   Common Stock 01/02/2018   F   49 (2) D $ 75.23 37,164.331 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

Phantom Stock Units (3)

$ 0 (4)

01/02/2018

I

635.2993

(4)

(4)

Express Scripts Holding Company Common Stock

635.2993

$ 75.23

1,487.8681

D

Phantom Stock Units (3)

$ 0 (4)

01/02/2018

M

158.8248

(4)

(4)

Express Scripts Holding Company Common Stock

158.8248

$ 75.23

1,329.0433

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Stettin Glen D. C/O EXPRESS SCRIPTS HOLDING COMPANY ONE EXPRESS WAY ST. LOUIS, MO 63121			Sr. VP, Clin. Res. & New Sol.

Signatures

/s/ Nick H. Varsam, as Attorney-in-Fact for Glen D. Stettin		01/04/2018
**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)	The sale transaction reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan.
(2)	Represents shares tendered to Company to cover Reporting Person's tax liability due upon settlement of Phantom Stock Units.
(3)	Phantom Stock Units acquired under the Company's Executive Deferred Compensation Plan pursuant to a previously made election.
(4)	Upon distribution each Phantom Stock Unit converts to one share of the Company's Common Stock. Phantom Stock Units reflected herein may be transferred by the reporting person into an alternative investment account at any time.

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