Sec Form 4 Filing - Rosen Matthew D @ FUSION TELECOMMUNICATIONS INTERNATIONAL INC - 2017-11-14

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
Rosen Matthew D
2. Issuer Name and Ticker or Trading Symbol
FUSION TELECOMMUNICATIONS INTERNATIONAL INC [ FSNN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O FUSION TEL. INTERNATIONAL INC., 420 LEXINGTON AVENUE SUITE 1718
3. Date of Earliest Transaction (MM/DD/YY)
11/14/2017
(Street)
NEW YORK, NY10170
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
Options $ 2.51 11/14/2017 A 822,298 ( 1 ) 11/13/2027 Common stock, par value $0.01 per share 822,298 $ 0 926,494 ( 2 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rosen Matthew D
C/O FUSION TEL. INTERNATIONAL INC.
420 LEXINGTON AVENUE SUITE 1718
NEW YORK, NY10170
X Chief Executive Officer
Signatures
/s/ Matthew Rosen 11/27/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Two thirds of these options vested upon grant and the remaining one third vest on February 3, 2018.
( 2 )Includes (i) options to purchase a total of 895,776 shares of Fusion common stock, (ii) warrants to purchase a total of 14,695 shares of Fusion common stock, (iii) 76 shares of Fusion's Series B-2 Preferred Stock currently convertible into 15,200 shares of Fusion common stock, and (iv) 50 shares of Fusion's Series A-1 Preferred Stock and 5 shares of Fusion's Series A-2 Preferred Stock convertible into a total of 823 shares of Fusion common stock.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).

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