Philippe Tartavull Form 4 Comverse / Philippe Tartavull ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Tartavull Philippe

(Last) (First) (Middle)

C/O COMVERSE, INC.

200 QUANNAPOWITT PARKWAY

(Street)

WAKEFIELD MA 01880

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Comverse, Inc. [ CNSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	06/25/2015		F(1)		5,726	D	$21.12	115,984(2)	D
Common Stock	06/26/2015		A(3)		60,591	A	(4)	176,575(5)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		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: 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)	$20.68	06/26/2015		A		165,125		(6)	06/26/2025	Common Stock	165,125	(4)	165,125	D

Explanation of Responses:

1. Shares of Comverse common stock purchased by Comverse to cover tax liabilities in connection with the delivery of shares in settlement of one-third (1/3) of a restricted stock unit award issued on June 25, 2014.

2. Includes 47,007 shares of Comverse common stock deliverable in settlement of unvested restricted stock unit awards

3. Represents shares of Comverse common stock deliverable in settlement of an award of restricted stock units with 20,197 of such shares to vest and be delivered on each of June 26, 2016, 2017 and 2018.

4. Not applicable.

5. Includes 107,598 shares of Comverse common stock deliverable in settlement of unvested restricted stock unit awards.

6. The stock option vests in three installments with 55,042 shares vesting on each of June 26, 2016 and 2017 and 55,041 shares vesting on June 26, 2018.

Remarks:

	/s/ Roy Luria as Attorney-in-Fact for Philippe Tartavull	06/29/2015
	** Signature of Reporting Person	Date
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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