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ALTEVA, INC. FILES (8-K) Disclosing Change in Directors or Principal Officers, Other Events, Financial Statements and Exhibits(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02.Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 25, 2014, Alteva, Inc. (the "Company") announced that Mr. Brian J. Kelley, age 62, its current Interim Chief Executive Officer since May 7, 2014, has been appointed as the Chief Executive Officer (the "CEO") and principal executive officer of the Company. As previously disclosed, Mr. Kelley has served as a member of the Company's Board of Directors (the "Board") since November 2013. Mr. Kelley is also the CEO of Four Winds Advisors LLC, focused on advising technology focused clients on restructuring, turnaround and business development. Prior to establishing Four Winds, Mr. Kelley served as CEO, snom Technology, Inc., Woburn, Massachusetts, a leading global provider in designing, manufacturing and marketing VoIP communications equipment. From 2008 to 2012 Mr. Kelley served on the Board of Directors of Tii Network Technologies, Inc., in Edgewood, New York, serving as Board Chairman beginning in 2010 and President and CEO beginning in 2011. Previously, Mr. Kelley was the President of TAMCO Technology, Tampa, Florida, a financial solutions-focused business management and development company, focusing on telecommunications asset management and financing solutions; was the President and CEO of Cognitronics Corporation, Danbury, Connecticut, a company that provided central-office communications technology hardware and software solutions. Mr. Kelley also held senior management positions with TIE Communications, Inc., Seymour, Connecticut, a publicly-traded diversified telecommunications services company. Mr. Kelley holds a Bachelor of Arts degree in Economics from the University of New Hampshire and a Masters in Business Administration degree from the University of Connecticut. On May 5, 2014, Mr. Kelley resigned as a member and Chairman of the Board's Compensation Committee and as a member of the Board's Audit Committee. Mr. Kelley no longer serves on any Board committees. There are no family relationships between Mr. Kelley and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Kelley receives an annualized base salary of $285,000, and may be eligible to participate in a discretionary incentive-based program, and to receive a bonus, for 2014. The Company will reimburse Mr. Kelley for reasonable travel and incidental expenses such as lodging and meals not to exceed $50,000 per year, or $4,166.67 per month, during his tenure. Mr. Kelley is eligible to participate in employee benefits, fringe benefits or other perquisites similarly available to Company employees in connection with his serving as CEO of the Company. Item 8.01.Other Events On August 25, 2014, the Company announced that it had completed its previously announced organizational re-alignment and operational restructuring and that it was undertaking two strategic initiatives: (a) evaluating selected strategic opportunities to supplement its organic growth potential via acquisition and (b) authorizing a stock repurchase program for up to $3 million of its common stock. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference in its entirety herein. 2 --------------------------------------------------------------------------------Item 9.01. Financial Statements and Exhibits. (d)Exhibits Exhibit No. Description 99.1 Press Release, dated August 25, 2014, issued by Alteva, Inc. 3 -------------------------------------------------------------------------------- |