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

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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^*

SALTZ MITCHELL A

(Last)

(First)

(Middle)

7333 EAST DOUBLETREE RANCH ROAD

SUITE D-250

(Street)

SCOTTSDALE

85258

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Nuvola, Inc. [ 0000 ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/31/2015		J⁽¹⁾		23,325,854	A	⁽¹⁾	23,335,854	I	By Limited Partnership⁽²⁾
Common Stock	12/31/2015		J⁽³⁾		1,227,677	A	⁽³⁾	1,227,677	I	By Limited Liability Company⁽⁴⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$0.41	12/31/2015		J⁽⁵⁾		2,087,050		⁽⁶⁾	04/14/2025	Common Stock	2,087,050	⁽⁵⁾	2,087,050	I	By Limited Partnership⁽²⁾
8% Convertible Promissory Note due 2017	$0.41	12/31/2015		J⁽⁷⁾		$200,000		⁽⁸⁾	11/16/2017	Common Stock	487,804⁽⁹⁾	⁽⁷⁾	$200,000	I	By Limited Partnership⁽²⁾

Explanation of Responses:

1. Received in exchange for 19,000,000 units of membership interests in Modern Round, L.L.C. ("Modern Round") in connection with the merger of Nuvola Merger Sub, LLC, a wholly owned subsidiary of the Issuer, with and into Modern Round (the "Merger").

2. The securities are held by Stockbridge Enterprises, L.P. ("Stockbridge Enterprises"), of which the reporting person controls the investment decisions. Stockbridge Enterprises is owned by a limited partnership in which the reporting person owns an indirect interest.

3. Received in exchange for 1,000,000 units of membership interests in Modern Round in connection with the Merger.

4. The securities are held by VSRA Holdings, L.L.C. ("VSRA"), of which the reporting person controls the investment decisions. VSRA is owned by a limited liability company in which the reporting person owns an indirect interest.

5. Received in the Merger in exchange for an option to acquire 1,700,000 units of membership interests in Modern Round for $.50 per unit.

6. The option is exercisable immediately.

7. Converted in the Merger from an 8% convertible promissory note issued by Modern Round to Stockbridge in the principal amount of $200,000.00 (the "Note"), which was convertible into units of membership interests in Modern Round for $0.50 per unit.

8. The Note is convertible at any time that any amount of principal and interest accrued thereon remain outstanding.

9. Based on the conversion rate of $0.41 per share on the unpaid principal amount of the Note.

Remarks:

	/s/ Ronald L. Miller, Jr., attorney-in-fact	01/05/2016
	** 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).
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