UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.___)*
Blank Rome LLP
One Logan Square
Philadelphia, PA 19103
(215) 569-5693
Receive Notices and Communications)
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 Rule 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. | 126431 10 5 |
1 | NAMES OF REPORTING PERSONS Michael J. Reinarts | ||||||||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) | ||||||||||
(a) o | |||||||||||
(b) þ | |||||||||||
3 | SEC USE ONLY | ||||||||||
4 | SOURCE OF FUNDS (SEE INSTRUCTIONS) | ||||||||||
PF, See Item 3 and 4. | |||||||||||
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 | |||||||||||
7 | SOLE VOTING POWER | ||||||||||
NUMBER OF | 2,762,979. See Items 5 and 6. | ||||||||||
SHARES | 8 | SHARED VOTING POWER | |||||||||
BENEFICIALLY | |||||||||||
OWNED BY | 0. See Items 5 and 6. | ||||||||||
EACH | 9 | SOLE DISPOSITIVE POWER | |||||||||
REPORTING | |||||||||||
PERSON | 2,762,979. See Items 5 and 6. | ||||||||||
WITH | 10 | SHARED DISPOSITIVE POWER | |||||||||
0. See Items 5 and 6. | |||||||||||
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||||||||
2,762,979. See Items 5 and 6. | |||||||||||
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) | ||||||||||
9.5%. See Items 5 and 6. | |||||||||||
14 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||||||||
IN |
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CUSIP No. 126431 10 5 |
CTI GROUP (HOLDINGS) INC.
Item 1. | Security and Issuer. |
Item 2. | Identity and Background. |
Page 3 of 7
CUSIP No. 126431 10 5 |
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 4. | Purpose of Transaction. |
1. | Reinarts purchased an aggregate of 16,000 shares of the Company’s Common Stock on 8/19/2011on the open market at a purchase price of $0.0725 per share. |
2. | Reinarts purchased an aggregate of 22,480 shares of the Company’s Common Stock on 8/25/2011 on the open market at a purchase price of $0.0725 per share. |
3. | Reinarts purchased an aggregate of 254,700 shares of the Company’s Common Stock on 8/29/2011 on the open market at a purchase price of $0.08 per share. |
4. | Reinarts purchased an aggregate of 2,436,465 shares of the Company’s Common Stock on 10/31/2011 in a privately negotiated transaction at a purchase price of $0.095 per share. |
5. | Reinarts acquired beneficial ownership of 33,334 shares of the Company’s Common Stock upon the partial vesting of an option to purchase an aggregate of 50,000 shares of the Company’s Common Stock that the Company granted to Reinarts on November 7, 2009, which is exercisable at $0.09 per share (on each of November 7, 2010 and November 7, 2011 1/3 of such option vested). |
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CUSIP No. 126431 10 5 |
Item 5. | Interest in Securities of the Issuer |
(a) | Beneficial Ownership |
(1) | Includes 33,334 shares issuable upon the exercise of options which are currently exercisable (the “Vested Options”). |
(2) | Based on the sum of (i) 29,178,271 shares of the Company’s Common Stock outstanding as of the close of business on November 2, 2011 and (ii) the 33,334 shares of the Company’s Common Stock issuable upon exercise of the Vested Options. |
(b) | Voting and Dispositive Powers |
(c) | Transactions in Securities of the Company During the Past Sixty Days |
(d) | Dividends and Proceeds |
(e) | Date Reporting Person Ceased to be Beneficial Owner of More than 5% of the Company’s Stock |
Page 5 of 7
CUSIP No. 126431 10 5 |
Item 6. | Contracts, Arrangements, Understandings or Relationship with Respect to Securities of the Issuer. |
Item 7. | Material to be Filed as Exhibits. |
Page 6 of 7
CUSIP No. 126431 10 5 |
/s/ Michael J. Reinarts |
Page 7 of 7