Sec Form 4 Filing - Berry Frank Lawrence @ Lumos Networks Corp. - 2011-11-11

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
Berry Frank Lawrence
2. Issuer Name and Ticker or Trading Symbol
Lumos Networks Corp. [ LMOS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer & Sec.
(Last) (First) (Middle)
C/O LUMOS NETWORKS CORP., ONE LUMOS PLAZA
3. Date of Earliest Transaction (MM/DD/YY)
11/11/2011
(Street)
WAYNESBORO, VA22980
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
Common Stock, Par Value $0.01 Per Share 11/11/2011 A 52,241 ( 1 ) A $ 0 64,239 ( 2 ) D
Common Stock, Par Value $0.01 Per Share 435 ( 3 ) I by 401(k) plan
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
Stock Option (Right to Buy) $ 14.32 ( 4 ) 11/11/2011 A 8,236 ( 5 ) ( 6 ) 03/05/2017 Common Stock 8,236 ( 5 ) $ 14.32 ( 4 ) 8,236 ( 5 ) D
Stock Option (Right to Buy) $ 16.83 ( 4 ) 11/11/2011 A 8,236 ( 5 ) ( 7 ) 03/03/2018 Common Stock 8,236 ( 5 ) $ 16.83 ( 4 ) 8,236 ( 5 ) D
Stock Option (Right to Buy) $ 14.23 ( 4 ) 11/11/2011 A 8,236 ( 5 ) ( 8 ) 03/02/2019 Common Stock 8,236 ( 5 ) $ 14.23 ( 4 ) 8,236 ( 5 ) D
Stock Option (Right to Buy) $ 14.63 ( 4 ) 11/11/2011 A 18,314 ( 5 ) ( 9 ) 07/01/2019 Common Stock 18,314 ( 5 ) $ 14.63 ( 4 ) 18,314 ( 5 ) D
Stock Option (Right to Buy) $ 13.77 ( 4 ) 11/11/2011 A 60,895 ( 5 ) ( 10 ) 03/01/2020 Common Stock 60,895 ( 5 ) $ 13.77 ( 4 ) 60,895 ( 5 ) D
Stock Option (Right to Buy) $ 15.33 ( 4 ) 11/11/2011 A 58,515 ( 5 ) ( 11 ) 02/28/2021 Common Stock 58,515 ( 5 ) $ 15.33 ( 4 ) 58,515 ( 5 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Berry Frank Lawrence
C/O LUMOS NETWORKS CORP.
ONE LUMOS PLAZA
WAYNESBORO, VA22980
Chief Operating Officer & Sec.
Signatures
/s/ Frank Lawrence Berry 11/15/2011
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Reflects automatic adjustments to outstanding share awards, made pursuant to the Employee Matters Agreement ("Employee Matters Agreement") between Lumos Networks Corp. ("Lumos") and NTELOS Holdings Corp. ("NTELOS") and approved by the Compensation Committee on November 11, 2011, to account for 2-for-1 reverse stock split by NTELOS and subsequent spin off of Lumos that occurred on October 31, 2011.
( 2 )Balance reflects receipt of stock distribution by NTELOS on October 31, 2011 and automatic adjustments to outstanding share awards, made pursuant to the Employee Matters Agreement and approved by the Compensation Committee on November 11, 2011, to account for 2-for-1 reverse stock split by NTELOS and subsequent spin off of Lumos that occurred on October 31, 2011.
( 3 )Balance reflects receipt of stock distribution from NTELOS on October 31, 2011 in connection with spin off of Lumos.
( 4 )Exercise Price reflects automatic adjustment to outstanding option awards, made pursuant to the Employee Matters Agreement and approved by the Compensation Committee on November 11, 2011, to account for 2-for-1 reverse stock split by NTELOS and spin off of Lumos that occurred on October 31, 2011.
( 5 )Number of options reflects automatic adjustment to outstanding option awards, made pursuant to the Employee Matters Agreement and approved by the Compensation Committee on November 11, 2011, to account for 2-for-1 reverse stock split by NTELOS and spin off of Lumos that occurred on October 31, 2011.
( 6 )Option fully vested and currently exercisable.
( 7 )6,177 options fully vested and exercisable; the remaining 2,059 options vest on March 3, 2012.
( 8 )4,118 options fully vested and exercisable; 2,059 additional options vest on each of March 2, 2012 and 2013.
( 9 )9,155 options fully vested and exercisable; 4,579 options vest on July 1, 2012 and 4,580 options vest on July 1, 2013.
( 10 )15,223 options fully vested and currently exercisable; one third of the remaining balance vests on March 1 on each of the years 2012 - 2014.
( 11 )Vests 25% on February 28 in each of the years 2012 - 2015.

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