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
                                                                                  
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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 * Speed Kevin 2. Issuer Name and Ticker or Trading Symbol Avaya Holdings Corp. [ AVYA ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
GVP, Controller & CAO
(Last)         (First)         (Middle)
C/O AVAYA HOLDINGS CORP., 2605 MERIDIAN PARKWAY, SUITE 200
3. Date of Earliest Transaction (MM/DD/YYYY)
12/3/2021
(Street)
DURHAM, NC 27713
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) _X _ Form filed by One Reporting Person
___ 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 - Restricted Stock Units  12/3/2021    M    3823 (1) D $0  44098 (2) D   
Common Stock, par value $0.01 per share  12/3/2021    A    4979 (1)(3) A $0  10744  D   
Common Stock, par value $0.01 per share  12/3/2021    F    1376 (4) D $19.21  9368  D   
Common Stock, par value $0.01 per share  12/3/2021    F    417 (5) D $18.57  8951  D   

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)  Represents the number of shares of common stock, par value $0.01 per share of Avaya Holdings Corp. ("Common Stock"), which vested pursuant to various Restricted Stock Unit (each, an "RSU") awards. These RSUs were previously reported on Table I on a Form 4.
(2)  Consists of RSUs previously reported on a Form 4 in Table I that have not, as of yet, vested in accordance with their terms. Each RSU represents a contingent right to receive, at vesting, one share of Common Stock.
(3)  Includes (i) 1,156 shares of Common Stock granted to the reporting person pursuant to such person's election, pursuant to the Avaya Holdings Corp. Stock Bonus Program (the "Stock Bonus Program"), to receive a portion of their Annual Incentive Bonus award for fiscal 2021 as Common Stock and (ii) the 3,823 shares issued upon the vesting of RSUs noted in footnote 1.
(4)  Represents the number of shares of Common Stock withheld by Avaya Holdings Corp. to cover tax withholding obligations in connection with the vesting of RSUs. Pursuant to the terms and conditions of the Avaya Holdings Corp. 2019 Equity Incentive Plan, withholding taxes were calculated based on the closing price of Common Stock on December 2, 2021, the date immediately preceding the December 3rd vesting date.
(5)  Represents the number of shares of Common Stock withheld by Avaya Holdings Corp. to cover tax withholding obligations in connection with the receipt of shares pursuant to the Stock Bonus Program. Pursuant to the terms of the Stock Bonus Program, withholding taxes were calculated based on the closing price of Common Stock on December 3, 2021.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Speed Kevin
C/O AVAYA HOLDINGS CORP.
2605 MERIDIAN PARKWAY, SUITE 200
DURHAM, NC 27713


GVP, Controller & CAO

Signatures
/s/ Danielle Bagatta, as attorney in fact for Kevin Speed 12/7/2021
**Signature of Reporting Person Date
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