UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)
(Amendment No. )*
-----
DCAP Group, Inc.
(Name of Issuer)
Common Stock, $.01 Par Value
(Title of Class of Securities)
233065 20 0
(CUSIP Number)
Jack D. Seibald
1010 Franklin Avenue
Suite 303
Garden City, New York 11530
(516) 746-5718
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
September 24, 2004
(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 which is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [X]
*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 13 Pages
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
Jack D. Seibald
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
Netherlands
Number of Shares 7. Sole Voting Power
Beneficially Owned 18,750
By Each Reporting
Person With 8. Shared Voting Power
216,000
9. Sole Dispositive Power
18,750
10. Shared Dispositive Power
229,000
11. Aggregate Amount Beneficially Owned by Reporting Person
247,750
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
9.8%
14. Type of Reporting Person
IN
2
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
Stephanie Seibald
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
United States
Number of Shares 7. Sole Voting Power
Beneficially Owned -0-
By Each Reporting
Person With 8. Shared Voting Power
116,000
9. Sole Dispositive Power
-0-
10. Shared Dispositive Power
116,000
11. Aggregate Amount Beneficially Owned by Reporting Person
116,000
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
4.6%
14. Type of Reporting Person
IN
3
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
SDS Partners I, Ltd.
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
Florida
Number of Shares 7. Sole Voting Power
Beneficially Owned -0-
By Each Reporting
Person With 8. Shared Voting Power
100,000
9. Sole Dispositive Power
-0-
10. Shared Dispositive Power
100,000
11. Aggregate Amount Beneficially Owned by Reporting Person
100,000
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
4.0%
14. Type of Reporting Person
PN
4
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
Boxwood FLTD Partners
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
Delaware
Number of Shares 7. Sole Voting Power
Beneficially Owned 3,000
By Each Reporting
Person With 8. Shared Voting Power
-0-
9. Sole Dispositive Power
3,000
10. Shared Dispositive Power
-0-
11. Aggregate Amount Beneficially Owned by Reporting Person
3,000
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
0.1%
14. Type of Reporting Person
PN
5
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
Stewart Spector
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
United States
Number of Shares 7. Sole Voting Power
Beneficially Owned 11,935
By Each Reporting
Person With 8. Shared Voting Power
100,000
9. Sole Dispositive Power
-0-
10. Shared Dispositive Power
111,935
11. Aggregate Amount Beneficially Owned by Reporting Person
111,935
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
4.4%
14. Type of Reporting Person
IN
6
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
Barbara Spector
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
United States
Number of Shares 7. Sole Voting Power
Beneficially Owned 3,000
By Each Reporting
Person With 8. Shared Voting Power
100,000
9. Sole Dispositive Power
-0-
10. Shared Dispositive Power
103,000
11. Aggregate Amount Beneficially Owned by Reporting Person
103,000
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
4.1%
14. Type of Reporting Person
IN
7
SCHEDULE 13D
CUSIP No. 233065 20 0
1. Name of Reporting Person
Karen Dubrowsky IRA
2. Check the appropriate box if a member of a group (a) [X]
(b) [ ]
3. SEC Use Only
4. Source of Funds
NA (See Item 3 below)
5. Check box if disclosure of legal proceedings is required pursuant to
items 2(d) or 2(e)[ ]
6. Citizenship or Place of Organization
United States
Number of Shares 7. Sole Voting Power
Beneficially Owned 4,000
By Each Reporting
Person With 8. Shared Voting Power
-0-
9. Sole Dispositive Power
-0-
10. Shared Dispositive Power
4,000
11. Aggregate Amount Beneficially Owned by Reporting Person
4,000
12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
[X]
13. Percent of Class Represented by Amount in Row (11)
0.2%
14. Type of Reporting Person
IN
8
ITEM 1. Security and Issuer
-------------------
The Reporting Persons are making this statement in reference to shares of
common stock, par value $.01 per share (the "Common Stock"), of DCAP Group,
Inc., a Delaware corporation (the "Company").
The address of the principal executive offices of the Company is 1158
Broadway, Hewlett, New York 11557.
ITEM 2. Identity and Background.
-----------------------
(a) Names of Reporting Persons:
Jack D. Seibald ("J. Seibald")
Stephanie Seibald ("S. Seibald")
SDS Partners I, Ltd. ("SDS")
Boxwood FLTD Partners ("Boxwood")
Stewart Spector ("S. Spector")
Barbara Spector ("B. Spector")
Karen Dubrowsky IRA ("Dubrowsky" and together with J. Seibald,
S. Seibald, SDS, Boxwood, S. Spector and B. Spector, the "Reporting Persons")
(b) Residence or business address:
J. Seibald
----------
1010 Franklin Avenue
Suite 303
Garden City, New York 11530
S. Seibald
----------
c/o J. Seibald
1010 Franklin Avenue
Suite 303
Garden City, New York 11530
SDS
---
43 Hampshire Lane
Boynton Beach, Florida 33436
Boxwood
-------
1336 Boxwood Drive West
Hewlett Harbor, New York 11557
S. Spector
----------
43 Hampshire Lane
Boynton Beach, Florida 33436
9
B. Spector
----------
43 Hampshire Lane
Boynton Beach, Florida 33436
Dubrowsky
---------
36 East Voss Avenue
East Rockaway, New York 11518
(c) J. Seibald: J. Seibald is the Managing Member of Whiteford
Advisors LLC, an investment management firm located at 1010 Franklin Avenue,
Suite 303, Garden City, New York 11530 and is a registered representative with
Sanders Morris Harris, a broker-dealer. J. Seibald is also a director and a
member of the Audit Committee, Nominating Committee, Compensation Committee and
Insurance Committee of the Board of Directors of the Company.
S. Seibald: S. Seibald is a homemaker.
SDS: SDS is a limited partnership organized under the laws of the
State of Florida.
Boxwood: Boxwood is a limited partnership organized under the
laws of the State of Delaware.
S. Spector: S. Spector is retired.
B. Spector: B. Spector is retired.
Dubrowsky: Dubrowsky is a homemaker.
(d) None of the Reporting Persons have been convicted in a criminal
proceeding in the last five years.
(e) None of the Reporting Persons have, during the last five years, been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction resulting in 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) J. Seibald is a citizen of The Netherlands; S. Seibald, S. Spector, B.
Spector and Dubrowsky are citizens of the United States of America; SDS is a
limited partnership organized under the laws of the State of Florida; and
Boxwood is a limited partnership organized under the laws of the State of
Delaware.
ITEM 3. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
Reference is made to Item 4 hereof.
10
ITEM 4. Purpose of Transaction
----------------------
The securities being reported by this statement were previously reported on
a Schedule 13G for an event dated August 30, 2002, as filed on September 6, 2002
with the Securities and Exchange Commission (the "SEC"), and as amended for an
event dated December 31, 2003, as filed on February 13, 2004 with the SEC. On
September 24, 2004, J. Seibald was elected to the Board of Directors of the
Company. As a result, the Reporting Persons are no longer eligible to report
their respective holdings on Schedule 13G and are required to file a report of
their respective holdings on Schedule 13D.
ITEM 5. Interest in Securities of the Issuer
------------------------------------
J. Seibald and S. Seibald, jointly, own 113,000 shares of Common Stock,
representing approximately 4.5% of the Company's issued and outstanding shares.
J. Seibald and S. Seibald are husband and wife. J. Seibald beneficially owns an
additional 18,750 shares of Common Stock that are issuable pursuant to a
currently exercisable warrant and 116,000 shares of Common Stock based upon his
status as a general partner of Boxwood and pursuant to powers of attorney
granted to him, as described in Item 6 hereof. S. Seibald beneficially owns an
additional 3,000 shares of Common Stock based upon her status as a general
partner of Boxwood as described in Item 6 hereof. SDS owns 100,000 shares of
Common Stock (the "SDS Shares"), representing approximately 4.0% of the
Company's issued and outstanding shares. Boxwood owns 3,000 shares of Common
Stock (the "Boxwood Shares"), representing less than 1% of the Company's issued
and outstanding shares. S. Spector holds 6,000 shares of Common Stock in an
individual retirement account (the "S. Spector Shares"), representing less than
1% of the Company's issued and outstanding shares. S. Spector beneficially owns
an additional 5,935 shares of Common Stock that are issuable pursuant to a
currently exercisable warrant (the "S. Spector Warrant"). B. Spector holds 3,000
shares of Common Stock in an individual retirement account (the "B. Spector
Shares"), representing less than 1% of the Company's issued and outstanding
shares. S. Spector and B. Spector beneficially own an additional 100,000 shares
of Common Stock based upon their status as general partners of SDS. Dubrowsky
owns 4,000 shares of Common Stock (the "Dubrowsky Shares"), representing less
than 1% of the Company's issued and outstanding shares. S. Spector and B.
Spector are S. Seibald's parents. Dubrowsky is J. Seibald's sister-in-law. All
percentages herein are based upon the 2,512,424 shares of Common Stock of the
Company that were issued and outstanding as of September 24, 2004 (based on the
Company's Quarterly Report on Form 10-QSB for the period ended June 30, 2004, as
adjusted for the Company's one-for-five reverse stock split effective August 26,
2004), plus the number of shares issuable to the particular Reporting Person
pursuant to warrants that are currently exercisable.
The shares of Common Stock reported in this Schedule 13D do not include
24,065 shares of Common Stock issuable upon the exercise of the S. Spector
Warrant. The S. Spector Warrant is subject to a conversion cap that precludes
the holder thereof and its affiliates and any other persons or entities whose
beneficial ownership would be aggregated with the holder's (as determined in
accordance with Section 13(d) of the Securities Exchange Act of 1934) (the
"Owners") from utilizing its exercise rights to the extent that any of the
Owners would beneficially own in excess of 9.999% of the Company's issued and
outstanding Common Stock, giving effect to such exercise. The shares of Common
Stock reported in this Schedule 13D include 5,935 shares of Common Stock
issuable upon the exercise of the S. Spector Warrant (as reflected above) since
the exercise of the S. Spector Warrant with respect to such 5,935 shares would
not cause any of the Owners to beneficially own in
11
excess of 9.999% of the Company's issued and outstanding Common Stock as of
September 24, 2004.
ITEM 6. Contracts, Agreements, Understandings or Relationships
with Respect to Securities of the Issuer
----------------------------------------
J. Seibald, S. Seibald, their three children, S. Spector, B. Spector and
Dubrowsky are beneficiaries of a trust that is a limited partner of SDS. The
general partners of SDS are S. Spector and B. Spector. The general partners of
Boxwood are J. Seibald and S. Seibald. SDS, S. Spector, B. Spector and Dubrowsky
have each granted to J. Seibald the power-of-attorney to hold, pledge, transfer,
assign, sell or otherwise dispose of, by endorsement or otherwise, the SDS
Shares, the S. Spector Shares, the B. Spector Shares and the Dubrowsky Shares,
respectively. SDS has additionally granted to J. Seibald the power-of-attorney
to attend, vote for and otherwise take part in all and any general meetings of
the Company, whether ordinary or extraordinary, held by or in connection with
the SDS Shares.
ITEM 7. Material to be Filed as Exhibits
--------------------------------
24.1 Power-of-Attorney from SDS to J. Seibald, dated January 28, 2005.
24.2 Power-of-Attorney from Boxwood to J. Seibald, dated January 28, 2005.
24.3 Power-of-Attorney from S. Spector to J. Seibald, dated January 28,
2005.
24.4 Power-of-Attorney from B. Spector to J. Seibald, dated January 28,
2005.
24.5 Power-of-Attorney from Dubrowsky to J. Seibald, dated January 28,
2005.
24.6 Power-of-Attorney from SDS to J. Seibald, dated August 26, 2002.
24.7 Power-of-Attorney from S. Spector to J. Seibald, dated March 25, 1999.
24.8 Power-of-Attorney from B. Spector to J. Seibald, dated March 25, 1999.
24.9 Power-of-Attorney from Dubrowsky to J. Seibald, dated March 25, 1999.
99.1 Joint Filing Agreement among J. Seibald, S. Seibald, SDS, Boxwood, S.
Spector, B. Spector and Dubrowsky, dated January 28, 2005.
12
SIGNATURES
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.
Dated: January 28, 2005 /s/ Jack D. Seibald
-----------------------------
Jack D. Seibald
/s/ Stephanie Seibald
-----------------------------
Stephanie Seibald
SDS PARTNERS I, LTD.
By: /s/ Jack D. Seibald
--------------------------
Jack D. Seibald, Attorney-in-Fact
BOXWOOD FLTD PARTNERS
By: /s/ Jack D. Seibald
-------------------------
Jack D. Seibald, Attorney-in-Fact
STEWART SPECTOR
By: /s/ Jack D. Seibald
-------------------------
Jack D. Seibald, Attorney-in-Fact
BARBARA SPECTOR
By: /s/ Jack D. Seibald
-------------------------
Jack D. Seibald, Attorney-in-Fact
KAREN DUBROWSKY IRA
By: /s/ Jack D. Seibald
-------------------------
Jack D. Seibald, Attorney-in-Fact
13