Amended Statement of Beneficial Ownership (sc 13d/a)
October 31 2019 - 4:51PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D/A
Under
the Securities Exchange Act of 1934
(Amendment
No. 3)
FTE
NETWORKS, INC.
(Name
of Issuer)
Common
Stock, par value $0.001 per share
Series
H Preferred Stock, par value $0.01 per share
(Title of Class of Securities)
Common
Stock: 86723M304
Series
H Preferred Stock: Not Applicable
(CUSIP
Number)
Mr.
Fred Sacramone
34
Haas Road
Basking
Ridge, New Jersey 07920
Telephone:
(917) 796-8291
(Name,
Address and Telephone Number of Person
Authorized
to Receive Notices and Communications)
Copy
to:
Pryor
Cashman, LLP
7
Times Square
New
York, New York 10036
Attn:
Eric M. Hellige, Esq.
Telephone:
(212) 326-0846
October 18, 2019
(Date
of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule
13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ]
The
information required on 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).
2CUSIP No. 86723M304
|
SCHEDULE 13D
|
Page 2 of 4
|
1.
|
Names
of Reporting Persons.
I.R.S.
Identification Nos. of above persons (entities only).
|
|
Fred
Sacramone
|
2.
|
Check
the Appropriate Box if a Member of a Group (See Instructions) N/A
|
|
|
(a)
[ ]
|
|
|
(b)
[ ]
|
3.
|
SEC
Use Only
|
|
4.
|
Source
of Funds (See Instructions)
OO
|
|
5.
|
Check
if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)
[ ]
|
|
6.
|
Citizenship
or Place of Organization:
|
|
|
United
States of America
|
|
Number
of
Shares
Beneficially
Owned by
Each
Reporting
Person With
|
7.
|
Sole
Voting Power:
|
|
713,026
shares of Common Stock owned directly and beneficially by Mr. Sacramone.
|
|
33
shares of Series H Preferred Stock owned directly and beneficially by Mr. Sacramone, which represents 33% of the outstanding
shares of Series H Preferred Stock.(1)
|
8.
|
Shared
Voting Power:
|
|
0
|
9.
|
Sole
Dispositive Power:
|
|
713,026
shares of Common Stock owned directly and beneficially by Mr. Sacramone.
|
|
33
shares of Series H Preferred Stock owned directly and beneficially by Mr. Sacramone.(1)
|
10.
|
Shared
Dispositive Power:
0
|
11.
|
Aggregate
Amount Beneficially Owned by Each Reporting Person:
|
|
713,026
shares of Common Stock.
|
|
33
shares of Series H Preferred Stock. (1)
|
12.
|
Check
if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
|
[ ]
|
13.
|
Percent
of Class Represented by Amount in Row (11):
|
|
3.4%
of the outstanding shares of Common Stock.*
|
|
33.0%
of the outstanding shares of Series H Preferred Stock. (1)
|
14.
|
Type
of Reporting Person (See Instructions)
|
|
IN
|
* Percentage
calculated based on 20,865,262 shares of Common Stock outstanding as of October 14, 2019.
(1)
|
The
Series H Preferred Stock entitles the holders, voting separately as a class, to vote 51% of the total number of votes cast
by all classes of the Issuer’s capital stock. The Series H Preferred Stock is perpetual, but is not convertible
into Common Stock or redeemable and is not entitled to any distribution.
|
3CUSIP No. 86723M304
|
SCHEDULE 13D
|
Page 3 of 4
|
Item 2(c) of this Schedule 13D is amended
to add the following:
The Reporting Person resigned
as a director of FTE Networks, Inc., a Nevada corporation (the “Company”), on October 18, 2019 and as Interim
Chief Executive Officer of the Company on October 21, 2019.
The Reporting Person has
remained the President of Benchmark Builders, LLC, a company which, until October 10, 2019, was a wholly-owned subsidiary
of the Company. As reported in Item 4 of Amendment No. 2 to this Statement, effective October 10, 2019, certain former lenders
to the Company took possession and ownership of Benchmark Builders, LLC. As a result, Benchmark Builders, LLC is no longer affiliated
with the Company.
4CUSIP No. 86723M304
|
SCHEDULE 13D
|
Page 4 of 4
|
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.
Date: October 31, 2019
|
/s/
Fred Sacramone
|
|
Fred
Sacramone
|
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