-----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, DxfTwLYl9FoXc4QycSw/pnFwsvOpx7vRyki+HbnqK09PkmyGPo3XxzITOOZwJUCi bDNe812ZjId747Loo406vg== 0001104659-07-001532.txt : 20070109 0001104659-07-001532.hdr.sgml : 20070109 20070109153256 ACCESSION NUMBER: 0001104659-07-001532 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070109 DATE AS OF CHANGE: 20070109 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INTRUSION INC CENTRAL INDEX KEY: 0000736012 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 751911917 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-49215 FILM NUMBER: 07520485 BUSINESS ADDRESS: STREET 1: 1101 ARAPAHO ROAD CITY: RICHARDSON STATE: TX ZIP: 75081 BUSINESS PHONE: 9722346400 MAIL ADDRESS: STREET 1: 1101 ARAPAHO ROAD CITY: RICHARDSON STATE: TX ZIP: 75081 FORMER COMPANY: FORMER CONFORMED NAME: INTRUSION COM INC DATE OF NAME CHANGE: 20000601 FORMER COMPANY: FORMER CONFORMED NAME: ODS NETWORKS INC DATE OF NAME CHANGE: 19970507 FORMER COMPANY: FORMER CONFORMED NAME: OPTICAL DATA SYSTEMS INC DATE OF NAME CHANGE: 19950517 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PAXTON MICHAEL L CENTRAL INDEX KEY: 0001231369 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: BUSINESS PHONE: 9722346400 MAIL ADDRESS: STREET 1: 1101 EAST ARAPAHO ROAD CITY: RICHARDSON STATE: TX ZIP: 75081 SC 13D 1 a07-1535_2sc13d.htm BENEFICIAL OWNERSHIP OF 5% OR MORE

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE
COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13D

 

Under the Securities Exchange Act of 1934
(Amendment No.     )*

Intrusion Inc.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

46121E205

(CUSIP Number)

 

Michael L. Paxton

c/o Intrusion Inc.

1101 East Arapaho Road, Suite 200

Richardson, TX  75081

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

December 28, 2006

(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. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 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).

 

 



 

CUSIP No.   46121E 20 5

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Michael L. Paxton

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 o

 

 

(b)

 o

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)
PF

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6.

Citizenship or Place of Organization
United States of America

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
651,875 [FN-1]

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
651,875 [FN-1]

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
651,875 [FN-1]

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
7.8%

 

 

14.

Type of Reporting Person (See Instructions)
INDIVIDUAL

FN-1                           Consists of (a) 90,000 shares of Common Stock issuable upon exercise of options exercisable within 60 days.

2



 

Item 1.

Security and Issuer

This Statement on Schedule 13D relates to the common stock, par value $0.01 per share (the “Common Stock”) of Intrusion Inc., a Delaware corporation (the “Issuer”) and is being filed by Michael L. Paxton (the “Reporting Person”).  The Issuer’s principal executive offices are located at 1101 East Arapaho Road, Suite 200, Richardson, TX  75081.

Item 2.

Identity and Background

(a)

NAME.  The name of the Reporting Person is Michael L. Paxton.

(b)

BUSINESS ADDRESS.  The business address for the Reporting Person is 1101 East Arapaho Road, Suite 200 Richardson, TX  75081.

(c)

OCCUPATION AND EMPLOYMENT.  The Reporting Person is the Vice President, Chief Financial Officer, Secretary and Treasurer of the Issuer.

(d) and (e)

PROCEEDINGS.  During the previous five (5) years, the Reporting Person has not been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) nor has the Reporting Person been party to a civil proceeding of a judicial or administrative body of competent jurisdiction such that, as a result of such proceeding, the Reporting Person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activity subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)

Citizenship.  The Reporting Person is a citizen of the United States of America.

Item 3.

Source and Amount of Funds or Other Consideration

The Reporting Person utilized existing personal funds to effect the purchase of the shares of Common Stock.  Options were granted to the reporting person for compensatory purposes.

Item 4.

Purpose of Transaction

The Common Stock acquired by the Reporting Person was for investment purposes.  The Reporting Person intends to periodically review his investment in the Issuer and, based on a number of factors, including the Reporting Person’s evaluation of the Issuer’s business prospects and financial condition, the market for the Issuer’s shares, general economic and stock market conditions and other investment opportunities, the Reporting Person may acquire additional securities of the Issuer.  Proceeds from the Reporting Person’s acquisition of the Common Stock will be used for general working capital purposes.

Item 5.

Interest in Securities of the Issuer

(a)

AGGREGATE NUMBER AND PERCENTAGE OF SECURITIES.  The Reporting Person is the record and beneficial owner of 651,875 shares of Common Stock of the Issuer, representing approximately 7.8% of the class.

(b)

POWER TO VOTE AND DISPOSE.  The Reporting Person has sole voting and dispositive power over the shares identified in response to Item 5(a) above.

(c)

TRANSACTIONS WITHIN THE PAST 60 DAYS.  Except as noted in previously filed Form 4’s, the Reporting Person has not effected any other transactions in the Issuer’s securities, including its shares of Common Stock, within sixty (60) days preceding the date hereof.

(d)

CERTAIN RIGHTS OF OTHER PERSONS.  Not applicable.

(e)

DATE CEASED TO BE A 5% OWNER.  Not applicable.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

 

N/A

Item 7.

Material to Be Filed as Exhibits

 

N/A

 

3



 

Signature

After reasonable inquiry, and to the best of the Reporting Person's knowledge and belief, the undersigned certifies that the information set forth in this Schedule is true, complete and correct.

 

January 9, 2007

 

Date

 


/s/ MICHAEL L. PAXTON

 

Signature

 


Michael L. Paxton

 

Name/Title

 

Attention:  Intentional misstatements or
omissions of fact constitute Federal
criminal violations (See 18 U.S.C. Section 1001).

4


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