10-K/A 1 e90426_10-ka.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment 1 [x] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended May 31, 2002 [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ________ to ________ Commission File Number 1-10751 STAR MULTI CARE SERVICES, INC. ----------------------------------- (Name of Registrant in its charter) New York 11-1975534 ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 33 Walt Whitman Road, Huntington Station, NY 11746 -------------------------------------------- ---------- (Address of principal executive office) (Zip Code) Issuer's telephone number, including area code: (631) 423-6689 Securities registered pursuant to Section 12(b) of the Exchange Act: Name of each Title of Each Class exchange on which registered --------------------------------------- ---------------------------- Common Stock, par value $.001 per share OTC Bulletin Board Securities registered pursuant to Section 12(g) of the Exchange Act: None Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirement for the past 90 days. Yes _X_ No ___ Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-K contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] On November 14, 2002 the aggregate market value of the Common Stock of Star Multi Care Services, Inc. held by non-affiliates equaled 765,600 shares with a market value of $22,968 (based upon the closing price of the Common Stock on such date on the NASD OTC Bulletin Board). As of November 14, 2002, the Registrant had 1,059,232 shares of Common Stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE None PART III ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT -------------------------------------------------------------------------------- Title of Class Name and Address Amount and nature Percentage of Of Beneficial Owner Of beneficial Class (1) ownership -------------------------------------------------------------------------------- Common Stock Jericho Capital Corp. 168,100 16.3% 125 West Shore Road Huntington, New York 11743 -------------------------------------------------------------------------------- Common Stock Sandra Pessin 63,255 6.1% 605 Third Ave. 19th Floor New York, NY 10158 -------------------------------------------------------------------------------- Common Stock Norman Pessin 114,767 11.1% 605 Third Ave. 19th Floor New York, NY 10158 -------------------------------------------------------------------------------- Common Stock National Home Health Care Corp. 53,100 5.1% 700 White Plains Road Scarsdale, New York 10583 -------------------------------------------------------------------------------- (1) Percentage calculated using 1,032,865 outstanding common stock shares as of October 8, 2002. The table listed above was inadvertently omitted from the initial filing of this Annual Report on Form 10-K. In accordance with Section 13 or 15(d) of the Exchange Act the Registrant caused this report to be signed on its behalf by the undersigned, hereunto duly authorized. Date November 14, 2002 STAR MULTI CARE SERVICES, INC. By /s/ STEPHEN STERNBACH ----------------------------- Stephen Sternbach, Chairman of the Board, President and Chief Executive Officer In accordance with the Exchange Act, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated: /s/ Stephen Sternbach Chairman of the Board, November 14, 2002 --------------------- President and Director /s/ Charles Berdan Director November 14, 2002 -------------------- Charles Berdan /s/ David Schoenberg Chief Financial Officer November 14, 2002 -------------------- David Schoenberg