-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HGnwyJEG44+OwPx5N3ectr+ASy7vFFGAEWQVxktQh2nuWBS2lcgYK5WI85uf8Wb9 ZfNlHJRdWYbh7P4uCMcKZw== 0000913569-98-000131.txt : 19980612 0000913569-98-000131.hdr.sgml : 19980612 ACCESSION NUMBER: 0000913569-98-000131 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980611 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DAEDALUS ENTERPRISES INC CENTRAL INDEX KEY: 0000026537 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 381873250 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-18702 FILM NUMBER: 98646235 BUSINESS ADDRESS: STREET 1: 300 PARKLAND PLAZA STREET 2: P O BOX 1869 CITY: ANN ARBOR STATE: MI ZIP: 48106 BUSINESS PHONE: 3137695649 MAIL ADDRESS: STREET 1: PO BOX 1869 CITY: ANN ARBOR STATE: MI ZIP: 48106 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STANICH CHARLES G CENTRAL INDEX KEY: 0001034137 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 300 PARKLAND PLAZA STREET 2: P O BOX 1869 CITY: ANN ARBOR STATE: MI ZIP: 48106 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* SENSYS TECHNOLOGIES INC. (F/K/A/ DAEDALUS ENTERPRISES, INC.) (Name of Issuer) Common Stock, $.01 par value (Title of Class of Securities) 23371210 (CUSIP Number) Charles G. Stanich 300 Parkland Plaza Ann Arbor, Michigan 48103 (734)769-5649 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) May 28, 1998 (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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. 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). SCHEDULE 13D CUSIP No. 23371210 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Charles G. Stanich 2 Check The Appropriate Box If A Member Of A Group* (a) [ ] (b) [ ] 3 SEC Use Only 4 Source of Funds* PF 5 Check Box If Disclosure Of Legal Proceedings Is [ ] Required Pursuant To Items 2(d) or 2(E) 6 Citizenship Or Place of Organization U.S.A. 7 Sole Voting Power Number Of 33,471 Shares 8 Shared Voting Power Beneficially Owned By 6,226 Each 9 Sole Dispositive Power Reporting Person 33,471 With 10 Shared Dispositive Power 6,226 11 Aggregate Amount of Beneficially Owned By Each Reporting Person 39,697 12 Check Box If The Aggregate Amount In Row (11) Excludes [ ] Certain Shares* 13 Percent Of Class Represented By Amount In Row (11) 1.0% 14 Type Of Reporting Person* IN This is the second amendment to a Statement on Schedule 13D originally filed with the Securities and Exchange Commission on February 19, 1997 (the "Original Statement") by Charles G. Stanich with respect to the common stock, par value $.01 per share (the "Common Stock"), of Daedalus Enterprises, Inc., a Delaware corporation (the "Issuer"). Items 2, 3 and 5 of the Original Statement are amended as set forth below: Item 2. Identity and Background. Item 2 is amended by adding the following information to paragraph (c): As of June 10, 1998, Mr. Stanich became Vice President of the Issuer and Vice President of the Issuer's Sensing and Imaging Systems Division. Item 3. Source and Amount of Funds or Other Consideration. Item 3 is amended by adding the following information: In payment of the exercise price of the employee stock option described under Item 5, Mr. Stanich tendered 7,529 shares of Common Stock valued at $5.3125, the average of the reported bid and asked prices on May 27, 1998, the day prior to the exercise. The remainder of the purchase price was paid from Mr. Stanich's personal funds. Item 5. Interest in Securities of the Issuer. Item 5 is amended and restated in its entirety as follows: (a) Mr. Stanich beneficially owns 39,697 shares of Common Stock, constituting approximately 1.0% of the issued and outstanding shares of Common Stock. The number of shares of Common Stock beneficially owned by Mr. Stanich includes 20,000 shares which he has the right to acquire pursuant to employee stock options which are exercisable currently or within the next 60 days. The total shown excludes 98,586 shares of Common Stock beneficially owned by certain persons who are parties to the voting agreement described in Item 6 as to which shares Mr. Stanich has no voting or dispositive power and disclaims beneficial ownership. (b) Mr. Stanich has sole voting and dispositive power as to 13,471 shares of Common Stock which he owns individually and as to the 20,000 shares which he has the right to acquire pursuant to stock options (when such options are exercised). Mr. Stanich shares voting and dispositive power with respect to 3,526 shares of Common Stock he owns jointly with his spouse and with respect to 2,700 shares he owns jointly with his mother. (c) On May 28, 1998, Mr. Stanich exercised an employee stock option to acquire 10,000 shares at the exercise price of $4.00 per share. Mr. Stanich tendered 7,529 shares of Common Stock(and a nominal amount of cash) in payment of the exercise price in accordance with the terms of the related option agreement. Mr. Stanich has had no other transactions in the Common Stock during the past 60 days. (d) Not applicable. (e) Mr. Stanich ceased to be a beneficial owner of more than 5% of the outstanding Common Stock on June 10, 1998 upon effectiveness of the merger of a wholly owned subsidiary of the Issuer into S. T. Research Corporation pursuant to the Merger Agreement. SIGNATURE After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: June 11, 1998 /s/Charles G. Stanich Charles G. Stanich -----END PRIVACY-ENHANCED MESSAGE-----