| 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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Lumos Networks Corp. [ LMOS ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 03/11/2016 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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, $0.01 Par Value(1)(2) | 03/11/2016 | S | 100,000 | D | $12.59 | 565,727 | I | By Archer Select Mandate Master Fund, L.P.(3) | ||
| Common Stock, $0.01 Par Value(1)(2) | 03/14/2016 | S | 107,710 | D | $12.468(4) | 458,017 | I | By Archer Select Mandate Master Fund, L.P.(3) | ||
| Common Stock, $0.01 Par Value(1)(2) | 03/15/2016 | S | 35,663 | D | $12.526(5) | 422,354 | I | By Archer Select Mandate Master Fund, L.P.(3) | ||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. This Form 4 is filed jointly by Archer Capital Master Fund, L.P. ("Archer Capital"), Archer Partners GP, LLC ("Archer Partners GP"), Archer Crossbow Master Fund, L.P. ("Archer Crossbow"), Archer Crossbow GP, LLC ("Archer Crossbow GP"), Hastings Master Fund, L.P. ("Hastings"), Archer Hastings GP, LLC ("Archer Hastings GP"), Archer Select Mandate Master Fund, L.P ("Archer Select"), Archer Select Mandate GP, LLC ("Archer Select GP"), Canton GP Holdings, LLC ("Canton GP"), Archer Capital Management, L.P. ("Archer"), Canton Holdings, L.L.C. ("Canton"), Joshua A. Lobel, and Eric J. Edidin (collectively, the "Reporting Persons"). As of March 15, 2016, the Reporting Persons ceased to own in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock. |
| 2. To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the first of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each Reporting Person, as a member of a "group" with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose. |
| 3. Shares of Common Stock beneficially owned by Archer Select. Archer, as the investment manager of Archer Select, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Archer Select. Each of Archer Select GP, as the general partner of Archer Select, Canton GP, as a manager of Archer Select GP, and Canton, as the general partner of Archer, and Messrs. Lobel and Edidin, as members and managers of Canton, managers of Canton GP, and managing partners of Archer, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Archer Select. |
| 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.403 to $12.605. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 4 and 5 to this Form 4. |
| 5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.300 to $12.695. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 4 and 5 to this Form 4. |
| Canton Holdings, L.L.C.; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Capital Master Fund, L.P.; By: /s/ Archer Partners GP, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Partners GP, LLC; By: /s/ Canton GP Holdings, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Crossbow Master Fund, L.P.; By: /s/ Archer Crossbow GP, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Crossbow GP, LLC; By: /s/ Canton GP Holdings, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Hastings Master Fund, L.P.; By: /s/ Archer Hastings GP, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Hastings GP, LLC; By: /s/ Canton GP Holdings, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Select Mandate Master Fund, L.P.; By: /s/ Archer Select Mandate GP, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Archer Select Mandate GP, LLC; By: /s/ Canton GP Holdings, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| Canton GP Holdings, LLC; By: /s/ Joshua A. Lobel, Authorized Signatory | 03/15/2016 | |
| ** 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 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
