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SEC FORM 4 SEC Form 4
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 		 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
HC2 Holdings, Inc.
(Last) (First) (Middle)
460 HERNDON PARKWAY, SUITE 150
(Street)
HERNDON VA 20170
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NOVATEL WIRELESS INC [ MIFI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/24/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 02/24/2015 S 586,095 D (1) 7,649,199 D(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Warrants to Purchase Common Stock (right to buy) $2.26 02/24/2015 S 293,047 03/08/2015 09/08/2019 Common Stock 293,047 (1) 3,824,600 D(2)
1. Name and Address of Reporting Person*
HC2 Holdings, Inc.
(Last) (First) (Middle)
460 HERNDON PARKWAY, SUITE 150
(Street)
HERNDON VA 20170
(City) (State) (Zip)
1. Name and Address of Reporting Person*
HC2 Holdings 2, Inc.
(Last) (First) (Middle)
460 HERNDON PARKWAY, SUITE 150
(Street)
HERNDON VA 20170
(City) (State) (Zip)
Explanation of Responses:
1. HC2 Holdings 2, Inc. ("HC2 Holdings") sold 586,095 shares of Novatel Wireless, Inc. common stock ("Common Stock") and warrants to purchase 293,047 shares of Common Stock in a privately negotiated transaction for a total purchase price of $1,025,666.17.
2. The securities of the Issuer reported herein are held directly by HC2 Holdings. HC2 Holdings is a wholly owned subsidiary of HC2 Holdings, Inc. ("HC2"). HC2 disclaims beneficial ownership of the shares held directly by HC2 Holdings except to the extent it has actual voting or investment control of such shares.
Remarks:
HC2 Holdings, Inc. By /s/ Andrea L Mancuso, Acting General Counsel and Corporate Secretary 02/26/2015
HC2 Holdings 2, Inc. By /s/ Mesfin Demise, Chief Financial Officer 02/26/2015
** 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.