0001140361-11-016512.txt : 20110314 0001140361-11-016512.hdr.sgml : 20110314 20110314211707 ACCESSION NUMBER: 0001140361-11-016512 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081201 FILED AS OF DATE: 20110314 DATE AS OF CHANGE: 20110314 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hite Lawrence D CENTRAL INDEX KEY: 0001423758 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20660 FILM NUMBER: 11686963 MAIL ADDRESS: STREET 1: C/O HITE CAPITAL MANAGEMENT LLC STREET 2: 432 PARK AVENUE SOUTH, 12TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10016 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DIRECT INSITE CORP CENTRAL INDEX KEY: 0000879703 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 112895590 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13450 WEST SUNRISE BOULEVARD STREET 2: SUITE 510 CITY: SUNRISE STATE: FL ZIP: 33323 BUSINESS PHONE: 631-873-2900 MAIL ADDRESS: STREET 1: 13450 WEST SUNRISE BOULEVARD STREET 2: SUITE 510 CITY: SUNRISE STATE: FL ZIP: 33323 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTER CONCEPTS CORP /DE DATE OF NAME CHANGE: 19930328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Tall Oaks Group LLC CENTRAL INDEX KEY: 0001423756 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20660 FILM NUMBER: 11686962 BUSINESS ADDRESS: STREET 1: 119 WEST 72ND STREET, #181 CITY: NEW YORK STATE: NY ZIP: 10023 BUSINESS PHONE: 212-561-1202 MAIL ADDRESS: STREET 1: 119 WEST 72ND STREET, #181 CITY: NEW YORK STATE: NY ZIP: 10023 4 1 doc1.xml FORM 4 X0303 4 2008-12-01 0 0000879703 DIRECT INSITE CORP DIRI.OB 0001423758 Hite Lawrence D 205 LEXINGTON AVENUE 8TH FLOOR NEW YORK NY 10016 0 0 1 0 0001423756 Tall Oaks Group LLC 205 LEXINGTON AVENUE 8TH FLOOR NEW YORK NY 10016 0 0 1 0 Common Stock 2008-12-01 4 M 0 100000 0.75 A 259000 D Common Stock 2008-12-01 4 F 0 79576 0.9425 D 179424 D Common Stock 2010-12-02 4 A 0 10225 0.978 A 79259 I Indirect Common Stock 2010-12-02 4 A 0 11136 0.898 A 90395 I Indirect Common Stock 2315790 I Indirect Common Stock 78187 I Indirect Stock Option (Right to Buy) 0.75 2008-12-01 4 M 0 100000 0 D 2005-12-01 2008-12-01 Common Stock 100000 0 D Reflects 79,576 shares withheld by the Issuer at the market price of $0.9425 per share less an exercise price of $0.75 per share to fund the cashless exercise of 100,000 options. The shares were issued directly to Metropolitan Venture Partners Corp. ("MetVP Corp.") in respect of board fees. The Reporting Person is the Chairman of the board of directors and is a shareholder of MetVP Corp., which is the general partner of Metropolitan Venture Partners (Advisors), L.P. ("MetVP Advisors"). The Reporting Person is a limited partner in MetVP Advisors, which is the general partner of Metropolitan Venture Partners II, L.P. ("MetVP II"). As a result of the foregoing, the Reporting Person may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended ("Exchange Act"), to beneficially and indirectly own the securities disclosed. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Person, for purposes of Section 16 of the Exchange Act or otherwise, is the beneficial owner of the securities in excess of the amount of the Reporting Person's pecuniary interest therein, and the Reporting Person disclaims beneficial ownership of such shares. Represents the aggregate amount of shares of Common Stock owned by MetVP Corp., including 69,034 shares of Common Stock that were issued to MetVP II for board fees earned by MetVP Corp. that will be assigned to MetVP Corp. Represents the aggregate amount of shares of Common Stock owned by MetVP II, excluding 69,034 shares of Common Stock that were issued to MetVP II for board fees earned by MetVP Corp. that will be assigned to MetVP Corp. Represents the aggregate amount of shares of Common Stock owned by Tall Oaks Group LLC ("Tall Oaks"). The Reporting Person is the Managing Member and holds a majority of the membership interests of Tall Oaks. As a result of the foregoing, the Reporting Person may be deemed, pursuant to Rule 13d-3 under the Securities Exchange Act of 1934, as amended ("Exchange Act"), to beneficially and indirectly own the securities disclosed. Pursuant to Rule 16a-1(a)(4) under the Exchange Act, this filing shall not be deemed an admission that the Reporting Person, for purposes of Section 16 of the Exchange Act or otherwise, is the beneficial owner of the securities in excess of the amount of the Reporting Person's pecuniary interest therein, and the Reporting Person disclaims beneficial ownership of such shares. /s/ Lawrence D. Hite 2011-03-14 EX-99.1 2 misc1.htm MISCELLANEOUS EXHIBITS Unassociated Document  

EXHIBIT 99
 
 
FORM 4 JOINT FILER INFORMATION

 
Name:                 Tall Oaks Group LLC
 
Address:            205 Lexington Avenue, 8th Floor
    New York, NY 10016
 
Designated Filer:                    Tall Oaks Group LLC
 
Issuer & Ticker Symbol:                  Direct Insite Corp (DIRI.OB)
 
    Signature   TALL OAKS GROUP LLC
     
                   By: /s/ Lawrence D. Hite              
    Name: Lawrence D. Hite
 
 
Title:   Managing Member