8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 6, 2015

Alteva, Inc.

(Exact name of registrant as specified in its charter)

New York	001-35724	14-1160510
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

400 Market Street, Suite 1100 Philadelphia, Pennsylvania	19106
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code

(877) 258-3722

(Former name or former address if changed since last report,)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01Other Events.

On November 6, 2015, Alteva, Inc. (“Alteva”) issued a press release related to proxy advisory reports issued by Institutional Shareholder Services, Inc. and Glass Lewis & Co. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release: ISS and Glass & Lewis Recommend that Alteva Shareholders Vote “FOR” Merger Agreement with MBS Holdings, Inc.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Alteva, Inc.
Date:	November 9, 2015	By:	/s/ Brian J. Kelley
			Brian J. Kelley
			Chief Executive Officer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release: ISS and Glass & Lewis Recommend that Alteva Shareholders Vote “FOR” Merger Agreement with MBS Holdings, Inc.

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EX-99.1

Exhibit 99.1

ISS and Glass & Lewis Recommend that Alteva Shareholders Vote “FOR” Merger Agreement with MBS Holdings, Inc.

PHILADELPHIA, PA — November 6, 2015 — Alteva, Inc. (“Alteva” or the “Company”) (NYSE MKT: ALTV), a premier provider of hosted Unified Communications-as-a-Service (UCaaS), announced today that two proxy-advising firms have recommended that Alteva shareholders vote “FOR” the approval the merger agreement with MBS Holdings, Inc. (“Momentum Telecom”). In its October 28, 2015 report Institutional Shareholder Services (“ISS”), a leading independent proxy voting and corporate governance advisory firm stated: “Given the robust sales process, substantial premium, and positive market reaction to the announcement, a vote for this proposal is warranted.”   This was followed by a favorable recommendation from Glass Lewis & Co. (“Glass & Lewis”), a leading provider of governance services that support engagement among institutional investors and corporations.  Shareholders are scheduled to vote at the upcoming Annual Shareholder meeting scheduled for November 16, 2015.

Brian J. Kelley, Chief Executive Officer of Alteva, commented, “We are pleased that both ISS and Glass & Lewis recognizes that this acquisition represents the best opportunity to realize immediate, substantial value for our shareholders. We urge all Alteva shareholders to follow the recommendation of both ISS and Glass & Lewis by voting “FOR” the adoption of the merger agreement today.”

Alteva shareholders seeking copies of the definitive proxy statement or with questions about the November 16, 2015 Shareholder Annual Meeting may contact Alteva shareholder relations at (845) 986-2246 or shareholderrelations@alteva.com.

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About Momentum Telecom

Momentum Telecom is a leading VoIP, broadband services and unified communications provider, offering smart, customizable cloud solutions to direct subscribers and more than 400 partners nationwide. Momentum Telecom delivers superior quality products backed by a geo-redundant network with best- in-class uptime and industry leading customer service. Headquartered in Birmingham, AL, Momentum Telecom has regional offices across the United

States. To learn more visit momentumtelecom.com or connect with us on Facebook, Google Plus, Twitter, or Linkedin. You can also visit the Momentum blog to keep up with the latest innovations in cloud communications and business productivity.

About Alteva

Alteva (NYSE MKT:  ALTV) is a premier provider of hosted Unified Communications as a Service (“UCaaS”) that significantly enhances business productivity and efficiency.  Alteva’s UCaaS solution integrates and optimizes best-in-class cloud-based technologies and business applications to deliver a comprehensive voice, video and collaboration service for the office and mobile workforce.  Alteva is committed to delivering meaningful value to our customers through a consistent, high quality and unified user experience across multiple devices, platforms and operating systems.  These attributes have positioned Alteva as a leading hosted communications provider and the partner of choice for a growing number of business customers nationwide and internationally.  To learn more about Alteva, please visit www.alteva.com.  You can also follow Alteva on Twitter @AltevaInc or LinkedIn.

Safe Harbor Statement

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements, without limitation, regarding expectations, beliefs, intentions, growth, profitability, or strategies regarding the future. Alteva intends that such forward-looking statements be subject to the safe-harbor provided by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Alteva’s actual results, performance or achievements or industry results to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following: expectations of future profitability; general economic and business conditions, both nationally and in the geographic regions in which Alteva operates; industry capacity; demographic changes; technological changes and changes in consumer demand; the successful integration of Alteva’s acquired businesses; existing governmental regulations and changes in, or the failure to comply with, governmental regulations; legislative proposals relating to the businesses in which Alteva operates; competition; or the loss of any significant ability to attract and retain qualified personnel. Given these uncertainties, current and prospective investors should be cautioned in their reliance on such forward-looking statements. Except as required by law, Alteva disclaims any obligation to update any such factors or to publicly announce the results of any revision to any of the forward-looking statements contained herein to reflect future events or developments. A more comprehensive discussion of risks, uncertainties, financial reporting restatements, and forward-looking statements may be seen in Alteva’s Annual Report on Form 10-K, as amended, and other periodic filings with the U.S. Securities and Exchange Commission.

Investor Contact

shareholderrelations@alteva.com