SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Rule 13d-101
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
Paid, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
69561N204
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(CUSIP Number)
Michael A. Refolo, Esq.
Mirick O'Connell
100 Front Street
Worcester, MA 01608
(508) 791-8500 ext. 622
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
01/10/2008
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(Date of Event which Requires Filing of this Statement)
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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. |_|
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).
Page 1 of 5 Pages
CUSIP No. 69561N204
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(1) Names of reporting persons.
Rotman, Gregory
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(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
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(3) SEC use only.
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(4) Source of funds (see instructions).
OO
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(5) Check if disclosure of legal proceedings is required pursuant to Items |_|
2(d) or 2(e).
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(6) Citizenship or place of organization.
United States of America
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Number of shares beneficially owned by each reporting person with:
(7) Sole voting power:
19,401,079
(8) Shared voting power:
N/A
(9) Sole dispositive power:
19,401,079
(10) Shared dispositive power:
N/A
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(11) Aggregate amount beneficially owned by each reporting person.
19,401,079
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(12) Check if the aggregate amount in Row (11) excludes certain shares |_|
(see instructions).
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(13) Percent of class represented by amount in Row (11).
8.29%
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(14) Type of reporting person (see instructions).
IN
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Page 2 of 5 Pages
CUSIP No. 69561N204
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(1) Names of reporting persons.
Rotman, Richard
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(2) Check the appropriate box if a member of a group (see instructions) (a)|_|
(b)|X|
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(3) SEC use only.
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(4) Source of funds (see instructions).
OO
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(5) Check if disclosure of legal proceedings is required pursuant to Items |_|
2(d) or 2(e).
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(6) Citizenship or place of organization.
US
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Number of shares beneficially owned by each reporting person with:
(7) Sole voting power:
21,271,451
(8) Shared voting power:
N/A
(9) Sole dispositive power:
21,271,451
(10) Shared dispositive power:
N/A
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(11) Aggregate amount beneficially owned by each reporting person.
21,271,451
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(12) Check if the aggregate amount in Row (11) excludes certain shares |_|
(see instructions).
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(13) Percent of class represented by amount in Row (11).
9.08%
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(14) Type of reporting person (see instructions).
IN
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Page 3 of 5 Pages
Item 1. Security and Issuer.
This statement on Schedule 13D relates to the shares of common
stock,par value $.001 per share (the "Shares") of Paid, Inc., a
Delaware corporation (the "Issuer") pursuant to Rule 13d-1 under the
Securities Exchange Act of 1934, as amended (the "Exchange Act"). The
address of the principal executive offices of the Issuer is 4
Brussels Street, Worcester, MA 01610.
Item 2. Identity and Background.
(a) Gregory Rotman
(b) 4 Brussels Street, Worcester, MA 01610
(c) President, CEO, and Director of Issuer
(d) No
(e) No
(f) U.S.
Item 3. Source and Amount of Funds or Other Consideration.
The information regarding Gregory Rotman and Richard Rotman
reported in Items 1-3, 5, and 6 of their initial schedule 13d is
hereby incorporated by reference.
On October 11, 2002, the Issuer issued options to each of Gregory
Rotman and Richard Rotman for the purchase of 10,000,00 shares each,
at a purchase price of $.041 per share. On January 10, 2008, the
Issuer issued options to each of Gregory Rotman and Richard Rotman
for the purchase of 2,500,000 shares each, at a purchase price of
$.415 per share. All options are fully vested.
Item 4. Purpose of Transaction.
Gregory Rotman is President and Chief Executive Officer, and Richard
Rotman is Vice President, Chief Financial Officer, Secretary and
Treasurer of Issuer (collectively, the "Reporting Persons"). The
Reporting Persons serve as Directors of the Issuer.
The Reporting Persons disclaim the existence of a group. The
Reporting Persons have no contracts, arrangements,
understandings, or relationships (legal or otherwise) among them or
with any other person with respect to the securities of the Issuer,
including, but not limited to, the transfer or voting of any of the
Shares.
The Reporting Persons do not have any current 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; (g) changes in the
Issuer's charter, By-Laws 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 a 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 Exchange Act; or (j) any action
similar to any of those enumerated above. As directors and officers
of the Issuer, however, and in the exercise of their fiduciary duty,
the Reporting Persons will from time to time review all opportunities
available to the Issuer, including any of the actions listed above.
Item 5. Interest in Securities of the Issuer.
(a) As of January 10, 2008, each of the Reporting Persons owned
the number of Shares listed below. The percentage of class is
computed on the basis of 234,170,065 issued and outstanding Shares
as of January 10, 2008
Number of Shares % of Class
Gregory Rotman 19,401,079* 8.29%
Richard Rotman 21,271,451* 9.08%
*Includes options to purchase 12,000,000 shares of
common stock of the Issuer (9,500,000 at $.041 per share and
2,500,000 at $.415 per share, all of which are fully vested).
(b) Each Reporting Person has voting and dispositive power with
respect to all Shares held by such person.
(c) During the sixty-day period ended as of the date hereof, no
Reporting Person has purchased any Shares in the open market. On
December 21, 2007, Richard Rotman donated 250,000 shares to a
charitable fund. On December 24, 2007, 2007, Gregory Rotman
donated 182,926 shares to the making children's Dreams Come True
Foundation. On November 27, 2007, both Richard Rotman and Gregory
Rotman exercised options for the purchase of 250,000 shares at
$.041 per share.
(d) No person other than the Reporting Persons referred to herein
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, such
Shares.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer.
The Registered Persons entered into an agreement to File Joint
Schedule 13D. Except with respect to such agreement, as described
above, the Reporting Persons have no contracts, arrangements,
understandings or relationships (legal or otherwise) among them or
with any other person with respect to the securities of the Issuer,
including, but not limited to, the transfer or voting of any of the
Shares.
Item 7. Material to be Filed as Exhibits.
The following exhibit is attached to this Schedule 13D:
Agreement to File Joint Schedule 13D dated January 14, 2008
Page 4 of 5 Pages
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: 01/18/2008 /s/ Gregory Rotman
Name: Gregory Rotman
Date: 01/18/2008 /s/ Richard Rotman
Name: Richard Rotman
The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement: Provided, however, That a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
ATTENTION--Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001). (Secs. 13(d), 13(g), 14(d), 23, 48
Stat. 894, 895, 901; sec. 8, 49 Stat. 1379; sec. 203(a), 49 Stat. 704; sec. 10,
78 Stat. 88a; Secs. 2, 3, 82 Stat. 454, 455; secs. 1, 2, 3-5, 84 Stat. 1497;
sec. 18, 89 Stat. 155; secs. 202, 203, 91 Stat. 1494, 1498, 1499; 15 U.S.C.
78m(d), 78m(g), 78n(d), 78w) [44 FR 2145, Jan. 9, 1979; 44 FR 11751, Mar. 2,
1979; 44 FR 70340, Dec. 6, 1979; 47 FR 11466, Mar. 16, 1982; 61 FR 49959, Sept.
24, 1996; 62 FR 35340, July 1, 1997; 63 FR 2867, Jan. 16, 1998; 63 FR 15287,
Mar. 31, 1998]
Page 5 of 5 Pages