-----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, AuDAgOuuIiFQxewqVMBya9e8DBeW4a9Q0/oS2rWj7nMfHRHfRSIwk/UAY/18jf3Z biUvjy/DXy8qlYlONNCh6w== 0000950123-02-005958.txt : 20020607 0000950123-02-005958.hdr.sgml : 20020607 20020606133753 ACCESSION NUMBER: 0000950123-02-005958 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020606 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PUBLICARD INC CENTRAL INDEX KEY: 0000081050 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 230991870 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-16236 FILM NUMBER: 02671970 BUSINESS ADDRESS: STREET 1: 620 FIFTH AVENUE ROCKEFELLER CENTER STREET 2: 7TH FLOORR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2126513102 MAIL ADDRESS: STREET 1: 620 FIFTH AVENUE ROCKEFELLER CENTER STREET 2: FIFTH FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 FORMER COMPANY: FORMER CONFORMED NAME: PUBLICKER INDUSTRIES INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GOLDSMITH JAY S CENTRAL INDEX KEY: 0000924137 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 620 FIFTH AVENUE ROCKERFELLER CENTER STREET 2: 7TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10020 BUSINESS PHONE: 2124897077 MAIL ADDRESS: STREET 1: 620 FIFTH AVENUE ROCKEFELLER CTR 7TH FL STREET 2: C/O BALFOUR INVESTORS INC. CITY: NEW YORK STATE: NY ZIP: 10020 SC 13D/A 1 y61350jgsc13dza.txt AMENDMENT #14 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 14) PubliCARD, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $.10 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 744635103 - -------------------------------------------------------------------------------- (CUSIP Number) Joel I. Greenberg, Esq. Kaye Scholer LLP 425 Park Avenue New York, New York 10022 (212) 836-8201 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 3, 2002 - -------------------------------------------------------------------------------- (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 RULE 13D-1(e), 13D-1(f) OR 13D-1(g), CHECK THE FOLLOWING BOX. [_] NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) 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). (Continued on following pages) (Page 1 of 5) CUSIP NO. 744635103 SCHEDULE 13D PAGE 2 OF 5 PAGES - -------------------------------------------------------------------------------- 1 NAMES OF REPORTING PERSONS Jay S. Goldsmith I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_] (b) [X] - -------------------------------------------------------------------------------- 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 1,809,145 SHARES ----------------------------------------------------------------- 8 SHARED VOTING POWER BENEFICIALLY OWNED BY 14,250 ----------------------------------------------------------------- EACH 9 SOLE DISPOSITIVE POWER REPORTING 1,809,145 PERSON ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER WITH 14,250 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,823,395 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.21% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! AMENDMENT NO. 14 TO SCHEDULE 13D This Amendment No. 14, dated June 5, 2002, to Schedule 13D (this "Statement") is filed on behalf of Jay S. Goldsmith and amends Schedule 13D filed on behalf of Mr. Goldsmith, as previously amended by Amendment No. 13 filed with the Securities and Exchange Commission on May 15, 2002 (the "Schedule 13D"), relating to the common stock, $.10 par value (the "Common Stock") of PubliCARD, Inc., a Pennsylvania corporation (the "Company"). Item 3 of the Schedule 13D is hereby amended, and Item 5 of the Schedule 13D is hereby amended and restated in its entirety, as follows: ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION On the following date, Mr. Goldsmith acquired the following number of shares of Common Stock at the price set forth below:
Date of Purchase Number of Shares Purchased Purchase Price Per Share - ---------------- -------------------------- ------------------------ 6/3/02 290,823 $.26
Mr. Goldsmith used his personal funds to purchase the 290,823 shares of Common Stock acquired on June 3, 2002. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As of the close of business on the date of this Statement, Mr. Goldsmith may be deemed, pursuant to Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules and regulations thereunder, to own beneficially 1,823,395 shares of Common Stock, including shares of Common Stock which may be acquired by Mr. Goldsmith within 60 days as follows: 341,912 shares through the exercise of stock options and 744,930 shares through the exercise of stock purchase warrants. Such shares constitute 7.21% of the 24,190,902 shares of Common Stock outstanding as of such date, calculated in accordance with Rule 13d-3 under the Exchange Act. The shares beneficially owned also include 1,250 shares of Common Stock held by Mr. Goldsmith's spouse as to which Mr. Goldsmith may be deemed to have shared voting and investment power but disclaims beneficial ownership. In addition, the shares of Common Stock beneficially owned also include 13,000 shares of Common Stock held by the Balfour Defined Benefits Pension Plan (the "Plan"), for which Mr. Goldsmith is a Trustee and Plan Administrator and in which Mr. Goldsmith is a participant. Mr. Goldsmith has shared voting and investment power over the 13,000 shares of Common Stock, but disclaims beneficial ownership of 7,280 shares of Common Stock held by the Plan (based on Mr. Goldsmith's proportionate interest in the Plan of approximately 44% as of December 31, 1998). Page 3 of 5 See Item 3 above for a description of the transaction in Common Stock that was effected on June 3, 2002. Except as to the shares of the Company's Common Stock held by his wife and the Plan, Mr. Goldsmith has the sole power to vote and dispose of the shares of the Company's Common Stock owned beneficially by him. Page 4 of 5 After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Statement is true, complete and correct. Date: June 5, 2002 /s/ JAY S. GOLDSMITH -------------------- Jay S. Goldsmith Page 5 of 5 -----END PRIVACY-ENHANCED MESSAGE-----