-----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, LmKbD6+d9rNi5WFf1oNtJIA//xvvkBK9/NJ/47Qm0wnKLVLj3+dZ1SrE/uQDF4dc 2di8QL9/O+04nxWhQX8YBQ== 0001128784-02-000005.txt : 20021209 0001128784-02-000005.hdr.sgml : 20021209 20021206185324 ACCESSION NUMBER: 0001128784-02-000005 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20021209 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LACY LINWOOD A JR CENTRAL INDEX KEY: 0001033800 IRS NUMBER: 541248422 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 2304 CRANBORNE ROAD CITY: MIDLOTHIAN STATE: VA ZIP: 23113 MAIL ADDRESS: STREET 1: 2304 CRANBORNE ROAD CITY: MIDLOTHIAN STATE: VA ZIP: 23113 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GTSI CORP CENTRAL INDEX KEY: 0000850483 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-COMPUTER & PERIPHERAL EQUIPMENT & SOFTWARE [5045] IRS NUMBER: 541248422 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42133 FILM NUMBER: 02851596 BUSINESS ADDRESS: STREET 1: 3901 STONECROFT BLVD CITY: CHANTILLY STATE: VA ZIP: 20151-0808 BUSINESS PHONE: 703-502-2000 MAIL ADDRESS: STREET 1: 3901 STONECROFT BLVD CITY: CHANTILLY STATE: VA ZIP: 20151-1010 SC 13D/A 1 gtsiform13d.txt SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* GTSI Corp. (GTSI) ________________________________________________________________________________ (Name of Issuer) Common Stock ________________________________________________________________________________ (Title of Class of Securities) 36238K ________________________________________________________________________________ (CUSIP Number) Mr. Richard L. Seidenwurm, Esq. Solomon Ward Seidenwurm & Smith, LLP 401 B Street, Suite 1200 San Diego, California 92101 (619) 231-0303 ________________________________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 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 ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [X]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See ss. 240.13d-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 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. 13D Page of Pages ________________________________________________________________________________ 1. Name of Reporting Persons: Linwood A. Lacy, Jr. I.R.S. Identification Nos. of above persons (entities only). ________________________________________________________________________________ 2. Check the Appropriate Box If a Member of a Group (See Instructions) (a) [_] (b) [_] ________________________________________________________________________________ 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) [_] ________________________________________________________________________________ 6. Citizenship or Place of Organization: United States of America ________________________________________________________________________________ 7. Sole Voting Power NUMBER OF 23.02% SHARES _________________________________________________________________ BENEFICIALLY 8. Shared Voting Power OWNED BY None EACH _________________________________________________________________ REPORTING 9. Sole Dispositive Power PERSON 23.02% WITH _________________________________________________________________ 10. Shared Dispositive Power None ________________________________________________________________________________ 11. Aggregate Amount Beneficially Owned by Each Reporting Person 1,922,400 ________________________________________________________________________________ 12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [_] ________________________________________________________________________________ 13. Percent of Class Represented by Amount in Row (11) 23.02% ________________________________________________________________________________ 14. Type of Reporting Person (See Instructions): IN ________________________________________________________________________________ CUSIP No. 13D Page of Pages ________________________________________________________________________________ Item 1. Security and Issuer. This statement relates to the common stock of GTSI Corp. ("GTSI"), located at 3901 Stonecraft Boulevard, Chantilly, Virginia 20151-0808. ________________________________________________________________________________ Item 2. Identity and Background. (a) Linwood A. Lacy, Jr. (b) 2304 Cranborne Road, Midlothian, Virginia 23113-3862 (c) Mr. Lacy is a self-employed investor. Mr. Lacy's principal place of of business is 2304 Cranborne Road, Midlothian, Virginia 23113-3862. (d) During the last five years, Mr. Lacy has not been convicted in any criminal proceeding. (e) During the last five years, Mr. Lacy has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, accordingly, has not been the subject of any judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal and state securities laws or finding any violation with respect to such laws. (f) United States of America This Amendment No. 3 amends and supplements the statements of Linwood A. Lacy, Jr. contained in Schedule 13D filed on October 30, 2000, Amendment No. 1 to the original Schedule 13D filed on December 22, 2000, and Amendment No. 2 to the original Schedule 13D filed on December 27, 2000. Capitalized terms used Schedule 13D. ________________________________________________________________________________ Item 4. Purpose of Transaction. Mr. Lacy acquired his shares of common stock of GTSI for investment purposes. The sales reported in this Amendment No. 3 were for portfolio diversification and tax planning purposes. Mr. Lacy may purchase or sell additional shares of common stock from time to time, depending on his assessment of their value at that time. Except as provided in the foregoing sentence, Mr. Lacy has no plans or proposals which relate to or would result in: (a) The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer. (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries. (c) A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries. (d) Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board. (e) Any material change in the present capitalization or dividend policy of the issuer. (f) Any other material change in the issuer's business or corporate structure, including but not limited to, if the issuer is a registered closed-end investment company, any plans or proposals to make any changes in its investment policy for which a vote is required by Section 13 of the Investment Company Act of 1940. (g) Changes in the issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the issuer by any person. (h) Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of registered national securities association. (i) A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those enumerated above. ________________________________________________________________________________ Item 5. Interest in Securities of the Issuer. (a) Mr. Lacy directly owns 1,922,400 shares of the common stock of GTSI, representing 23.02% of the outstanding shares of that class of stock. (b) Mr. Lacy has the sole power to vote or direct the vote, or to dispose or to direct the disposition of 1,922,400 shares of common stock of GTSI. Mr. Lacy does not share the foregoing powers with any other person. (c) During the past 60 days, Mr. Lacy has made the following transactions in the class of securities reported: 12/03/02: 17,000 shares of common stock, sold in the open market at an average price of $14.5352; 12/04/02: 58,200 shares of common stock, sold in the open market at an average price of $14.7012 per share; 12/05/02: 14,300 shares of common stock, sold in the open market at an average price of $14.7423 per share. (d) No other person is known to have the right to receive, or the power to direct the receipt of dividends from or the proceeds from the sale of, the common stock to which this Schedule 13D relates. (e) Not applicable. SIGNATURE 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. December 6, 2002 ---------------------------------------- (Date) /s/ Linwood A. Lacy, Jr. ---------------------------------------- (Signature) Linwood A. Lacy, Jr. ---------------------------------------- (Name/Title) Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----