Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Payment Data Systems, Inc.
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(Name of Issuer)
Common Stock, par value $0.001 per share
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(Title of Class of Securities)
70438S103
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(CUSIP Number)
Michael R. Long
Chief Executive Officer
12500 San Pedro, Suite 120
San Antonio, Texas 78216
(210) 249-4100
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 28, 2005
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(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 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. [ ]
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).
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CUSIP No. 70438S103
1. Name of Reporting Person: I.R.S. Identification Nos. of above persons (entities only):
Michael R. Long
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):
SC
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
7. Sole Voting Power:
3,313,175(1)
Number of
Shares 8. Shared Voting Power:
Beneficially 0
Owned by
Each Reporting 9. Sole Dispositive Power:
Person With 3,313,175(1)
10. Shared Dispositive Power:
0
11. Aggregate Amount Beneficially Owned by Each Reporting Person:
3,313,175
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions):
[ ]
13 Percent of Class Represented by Amount in Row (11):
12.5%
14 Type of Reporting Person (See Instructions):
IN
1 Includes 1,298,334 shares not currently outstanding but subject to currently
exercisable options (as well as those options that will become exercisable
within 60 days).
Item 1. Security and Issuer
This statement relates to shares of common stock, par value $0.001 per share, of
Payment Data Systems, Inc., a Nevada corporation. The address of the principal
executive office of Payment Data Systems, Inc. is 12500 San Pedro, Suite 120,
San Antonio, Texas 78216.
Item 2. Identity and Background
(a) Michael R. Long
(b) 12500 San Pedro, Suite 120, San Antonio, Texas 78216
(c) Mr. Long is employed by Payment Data Systems, Inc. as its Chief
Executive Officer and Chief Financial Officer. The address of the
principal executive office of Payment Data Systems, Inc. is 12500 San
Pedro, Suite 120, San Antonio, Texas 78216.
(d) During the last five years, Mr. Long has not been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, Mr. Long has not been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or is subject to a
judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
(f) United States
Item 3. Source and Amount of Funds or Other Consideration
On March 28, 2005, Mr. Long was granted 1,102,000 shares of common stock. These
shares were granted to Mr. Long as a result of his employment with Payment Data
Systems, Inc.
Item 4. Purpose of Transaction
In a private transaction, Mr. Long was granted 1,102,000 shares of common stock.
These shares were granted to Mr. Long as a result of his employment with Payment
Data Systems, Inc.
Item 5. Interest in Securities of the Issuer
(a) Mr. Long is the beneficial owner of 3,313,175 shares, or 12.5% of the
outstanding common stock of Payment Data Systems, Inc. as of March 28,
2005, which includes 1,298,334 shares issuable pursuant to stock
options granted by Payment Data Systems, Inc. that are vested and
fully exercisable.
(b) Mr. Long has sole voting power and sole dispositive power with respect
to the shares of common stock reported herein.
(c) Except as described in Item 3 above, Mr. Long did not effect any
transactions in the common stock of Payment Data Systems, Inc. during
the past sixty days.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer
Mr. Long was granted 1,102,000 shares of common stock that vest one-third on
March 28, 2006, one-third on March 28, 2007, and one-third on March 28, 2008.
Mr. Long may acquire 1,298,334 shares of common stock issuable pursuant to stock
options granted by Payment Data Systems, Inc. that are vested and fully
exercisable.
Item 7. Material to Be Filed as Exhibits
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.
Date: April 7, 2005
/s/ Michael R. Long
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Michael R. Long
Chief Executive Officer and Chief Financial Officer