Arthur G Giftakis Form 3 TOWERSTREAM / Arthur G Giftakis ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Giftakis Arthur G

(Last) (First) (Middle)

C/O TOWERSTREAM CORPORATION

88 SILVA LANE

(Street)

MIDDLETOWN RI 02842

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/16/2016

3. Issuer Name and Ticker or Trading Symbol
TOWERSTREAM CORP [ TWER ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Options to Purchase Common Stock	(1)	09/25/2025	Common Stock	30,000	1.31	D

Explanation of Responses:

1. In September 2015, the Reporting Person was granted options to purchase up to 30,000 shares of common stock of the Issuer pursuant to the Issuer's 2007 Equity Compensation Plan (the "Option"). The Option shall vest and become exercisable in five installments as follows: the first installment to purchase 50% of the common stock underlying the Option, or the right to purchase 15,000 shares of common stock shall vest on September 11, 2016 and the balance of the Option, or the right to purchase 15,000 shares of common stock shall vest in four equal installments on December 11, 2016, March 11, 2017, June 11, 2017 and September 11, 2017, provided that the Reporting Person continues to serve as an employee of the Issuer as of such vesting dates.

	/s/ Arthur Giftakis	02/26/2016
	** 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 5 (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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