Sec Form 4 Filing - Lewis Kevin @ Voltari Corp - 2019-09-24

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
Lewis Kevin
2. Issuer Name and Ticker or Trading Symbol
Voltari Corp [ VLTC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O VOLTARI CORPORATION, 767 FIFTH AVE., SUITE 4700
3. Date of Earliest Transaction (MM/DD/YY)
09/24/2019
(Street)
NEW YORK, NY10153
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 $0.001 09/24/2019 D 8,503 ( 1 ) D $ 0.86 0 D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lewis Kevin
C/O VOLTARI CORPORATION
767 FIFTH AVE., SUITE 4700
NEW YORK, NY10153
X
Signatures
/s/ Kevin Lewis 09/24/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents common stock ("Common Shares") disposed of in connection with the merger of Voltari Merger Sub LLC, a Delaware limited liability company and a wholly-owned subsidiary of Starfire Holding Corporation ("Starfire"), with and into Voltari Corporation (the "Issuer"), with the Issuer continuing as the surviving entity after the merger (the "Merger"). The Merger was consummated on September 24, 2019, and, in connection therewith, all Common Shares (other than issued and outstanding Common Shares owned by (i) Starfire, Voltari Merger Sub LLC or any of their respective subsidiaries or affiliates other than the Issuer, (ii) the Issuer as treasury stock or any of its subsidiaries or (iii) stockholders that have perfected and not effectively withdrawn or lost their appraisal rights under Delaware law) were automatically converted into the right to receive the merger consideration. At the effective time of the Merger, each Common Share was automatically cancelled and ceased to exist.

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