Towerstream Corporation
TOWERSTREAM CORP (Form: SC 13G/A, Received: 04/13/2017 06:03:10)

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

Towerstream Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

892000100

(CUSIP Number)

December 31, 2016

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

CUSIP No. 892000100

 

 

1.

Names of Reporting Persons
Steven D. Lebowitz

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.00%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

2



 

CUSIP No. 892000100

 

 

1.

Names of Reporting Persons
Deborah P. Lebowitz

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.00%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

3



 

CUSIP No. 892000100

 

 

1.

Names of Reporting Persons
The Steven & Deborah Lebowitz Foundation

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
California

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.00%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

4



 

CUSIP No. 892000100

 

 

1.

Names of Reporting Persons
The Lebowitz Family, LLC

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

x

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Delaware

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
0

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
0

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
0.00%

 

 

12.

Type of Reporting Person (See Instructions)
PN

 

5



 

Item 1.

 

(a)

Name of Issuer
Towerstream Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
88 Silva Lane

Middletown, RI 02842

 

Item 2.

 

(a)

Name of Person Filing
Steven D. Lebowitz

Deborah P. Lebowitz

The Steven & Deborah Lebowitz Foundation

The Lebowitz Family, LLC

 

(b)

Address of Principal Business Office or, if none, Residence
1333 Second Street, Suite 650

Santa Monica, CA 90401

 

(c)

Citizenship
Steven D. Lebowitz – United States

Deborah P. Lebowitz – United States

The Steven & Deborah Lebowitz Foundation – California

The Lebowitz Family, LLC – Delaware

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
892000100

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with § 240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§ 240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

 

6



 

Item 4.

Ownership

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

 

(a)

Amount beneficially owned:   

Steven D. Lebowitz: 0

Deborah P. Lebowitz: 0

The Steven & Deborah Lebowitz Foundation: 0

The Lebowitz Family, LLC: 0

 

 

(b)

Percent of class:   

Steven D. Lebowitz: 0.00%

Deborah P. Lebowitz: 0.00%

The Steven & Deborah Lebowitz Foundation: 0.00%

The Lebowitz Family, LLC: 0.00%

 

 

(c)

Number of shares as to which the person has:

 

 

 

 

(i)

Sole power to vote or to direct the vote:   

Steven D. Lebowitz: 0

Deborah P. Lebowitz: 0

The Steven & Deborah Lebowitz Foundation: 0

The Lebowitz Family, LLC: 0

 

 

 

(ii)

Shared power to vote or to direct the vote:    

Steven D. Lebowitz: 0

Deborah P. Lebowitz: 0

The Steven & Deborah Lebowitz Foundation: 0

The Lebowitz Family, LLC: 0

 

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

Steven D. Lebowitz: 0

Deborah P. Lebowitz: 0

The Steven & Deborah Lebowitz Foundation: 0

The Lebowitz Family, LLC: 0

 

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

Steven D. Lebowitz: 0

Deborah P. Lebowitz: 0

The Steven & Deborah Lebowitz Foundation: 0

The Lebowitz Family, LLC: 0

 

 

 

Item 5.

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following  x .

 

 

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

 

 

N/A

 

 

 

 

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

 

 

N/A

 

 

 

Item 8.

Identification and Classification of Members of the Group

 

See Exhibit B.

 

Item 9.

Notice of Dissolution of Group

 

N/A

 

7



 

Item 10.

Certifications

 

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Steven D. Lebowitz

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

Deborah P. Lebowitz

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

The Steven & Deborah Lebowitz Foundation

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

The Lebowitz Family, LLC

 

 

 

By:

/s/ Andrew Collins

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

Date: April 12, 2017

 

 

 

ATTENTION

 

Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

 

8



 

Exhibit List

 

Exhibit A.

Joint Filing Agreement.

 

 

Exhibit B.

Item 8 Statement.

 

 

Exhibit C. (1)

Power of Attorney.

 


(1) Power of Attorney previously filed as Exhibit C to Schedule 13G with regard to Towerstream Corporation filed with the U.S. Securities and Exchange Commission on February 16, 2016 by Steven D. Lebowitz, Deborah P. Lebowitz, The Steven & Deborah Lebowitz Foundation and The Lebowitz Family, LLC, is incorporated herein by reference.

 

9


Exhibit A

 

Joint Filing Agreement

 

The undersigned agree that this Schedule 13G, and all amendments thereto, relating to the common stock of Towerstream Corporation shall be filed on behalf of the undersigned.

 

Steven D. Lebowitz

 

 

 

 

 

By:

/s/ ANDREW COLLINS

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

 

 

Deborah P. Lebowitz

 

 

 

 

 

 

 

By:

/s/ ANDREW COLLINS

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

 

 

The Steven & Deborah Lebowitz Foundation

 

 

 

 

 

 

 

By:

/s/ ANDREW COLLINS

 

 

Andrew Collins, Attorney-In-Fact

 

 

 

 

 

 

 

The Lebowitz Family, LLC

 

 

 

 

 

 

 

By:

/s/ ANDREW COLLINS

 

 

Andrew Collins, Attorney-In-Fact

 

 


Exhibit B

 

Item 8 Statement

 

Due to the relationships amongst them, all of the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.