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^*

Jacobowitz Jeffrey

(Last)

(First)

(Middle)

C/O SIMCOE CAPITAL MANAGEMENT

6 EAST 43RD STREET, 23RD FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TELULAR CORP [ WRLS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2012

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)
Telular Common Stock	02/21/2012		S		16,972	D	$7.859	311,502	I	See footnote⁽¹⁾
Telular Common Stock	02/22/2012		S		11,502	D	$7.8539	300,000	I	See footnote⁽²⁾
Telular Common Stock								120,600	D

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)
Restricted Stock Units⁽³⁾	⁽⁴⁾	02/21/2012		A		668		⁽⁴⁾	⁽⁴⁾	Common Stock	668	$7.905	48,662	D

Explanation of Responses:

1. Under Rule 16a-1, the Reporting Person may be deemed to beneficially own 311,502 shares of Telular common stock held of record by Simcoe Partners, L.P. ("Simcoe") by virtue of the fact that he is managing partner of Simcoe Management, LLC, Simcoe's general partner. The Reporting Person disclaims beneficial ownership of any shares of Telular common stock beneficially owned by Simcoe.

2. Under Rule 16a-1, the Reporting Person may be deemded to beneficially own 300,000 shares of telular common stock held of record by Simcoe Partners, L.P. ("Simcoe") by virtue of the fact that he is managing partner of Simcoe Managment, LLC, Simcoe's general partner. The Reporting Person disclaims beneficial ownership of any shares of Telular common stock owned by Simcoe.

3. The restricted stock units were credited to the Reporting Person pursuant to dividend equivalent rights included in restricted stock units held by the Reporting Person on February 21, 2012, the date on which Telular paid a dividend on its common stock.

4. Each restricted stock unit represents a contingent right to receive one share of Telular common stock. The restricted stock unit may be converted into Telular common stock on a one-for-one basis upon either a change in control or on the date service as a director ends.

	/s/ Jeffrey Jacobowitz	02/23/2012
	** 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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