Sec Form 4 Filing - TOSE MAURICE B @ TELECOMMUNICATION SYSTEMS INC /FA/ - 2015-03-26

Insider filing report for Changes in Beneficial Ownership
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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
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
TOSE MAURICE B
2. Issuer Name and Ticker or Trading Symbol
TELECOMMUNICATION SYSTEMS INC /FA/ [ TSYS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman, President & CEO
(Last) (First) (Middle)
C/O TELECOMMUNICATION SYSTEMS, INC., 275 WEST STREET
3. Date of Earliest Transaction (MM/DD/YY)
03/26/2015
(Street)
ANNAPOLIS, MD21401
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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
Option (Right to buy) $ 3.61 03/26/2015 A 295,000 ( 1 ) 03/26/2025 Class A Common Stock 295,000 $ 3.61 2,279,290 D
Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 4,444,052 4,444,052 D
Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 141,440 141,440 I By Children ( 3 )
Class B Common Stock ( 2 ) ( 2 ) ( 2 ) Class A Common Stock 215,753 215,753 I By Trust ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
TOSE MAURICE B
C/O TELECOMMUNICATION SYSTEMS, INC.
275 WEST STREET
ANNAPOLIS, MD21401
X Chairman, President & CEO
Signatures
/s/ Bruce A. White, by power-of-attorney 04/02/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On March 26, 2015, the Compensation Committee of the Board of Directors granted the Reporting Person options to acquire the reported number of shares of Class A Common Stock. The options vest over four equal annual installments beginning one year after the date of the grant, subject only to continued service of the Reporting Person to the Issuer. As of the date hereof, none of these options is vested.
( 2 )The shares of Class B Common Stock are convertible, at any time, at the option of the holder, into shares of Class A Common Stock on a one-for-one basis.
( 3 )These shares are held by Mr. Tose's children. Mr. Tose disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Tose is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.
( 4 )These shares are held in an irrevocable trust for the benefit of Mr. Tose's children. Mr. Tose is the settlor and Mr. Tose's spouse is the trustee of the trust. Mr. Tose disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Tose is the beneficial owner of such securities for the purposes of Section 16 or any other purpose.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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