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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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)
NAVIDEC, INC.
(Name of Issuer)
Common Stock, no par value
(Title of Class of Securities)
63934Q101
(CUSIP Number)
Navidec, Inc.
Fiddler's Green Center
6399 Fiddler's Green Circle Suite 300
Greenwood Village, Colorado 80111
(303) 222-1000
Attention: Ralph Armijo
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 8, 1999
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box [ ].
(Continued on following pages)
(Page 1 of 4 Pages)
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CUSIP NO. 63934Q101 13D PAGE 2 OF 4 PAGES
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1 NAMES OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Ralph Armijo
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEM 2(d) or 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED BY 805,659
EACH REPORTING PERSON
WITH
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8 SHARED VOTING POWER
-0-
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9 SOLE DISPOSITIVE POWER
805,659
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10 SHARED DISPOSITIVE POWER
-0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
805,659
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.0%
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14 TYPE OF REPORTING PERSON
IN
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SCHEDULE 13D
NAVIDEC, INC.
This Statement on Schedule 13D (this "Statement") is filed by Ralph
Armijo.
ITEM 1. SECURITY AND ISSUER.
This Statement relates to shares of common stock, no
par value ("Common Stock"), of Navidec, Inc. (the "Company").
The address of the principal executive offices of the Company
is Fiddler's Green Center, 6399 Fiddler's Green Circle Suite
300, Greenwood Village, Colorado 80111.
ITEM 2. IDENTITY AND BACKGROUND.
Ralph Armijo, Fiddler's Green Center, 6399 Fiddler's
Green Circle Suite 300, Greenwood Village, Colorado 80111 is
President, Chief Executive Officer and Director of Navidec,
Inc., Fiddler's Green Center, 6399 Fiddler's Green Circle
Suite 300, Greenwood Village, Colorado 80111. Mr. Armijo has
not, during the last five years, been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors). Mr. Armijo has not, during the last five years,
been 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. Mr. Armijo is a citizen
of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
This report is filed for the purpose of disclosing
the sale by Ralph Armijo of 150,000 shares of Common Stock on
December 8, 1999. (See Item 4 below.)
In February, 1997, Mr. Armijo reported his ownership
of 831,659 shares of Common Stock. In February 1998, options
for up to 146,000 shares of Common Stock became exercisable by
Mr. Armijo. In June 1998 Mr. Armijo sold 22,000 shares of
Common Stock on the open market at a price of $5 3/8 per
share.
ITEM 4. PURPOSE OF TRANSACTION.
On December 8, 1999, Ralph Armijo sold 150,000 shares
of the Company's Common Stock for $8.6025 per share as a
selling shareholder pursuant to a registration statement on
Form S-3 that was filed in connection with the Company's
underwritten public offering of 2,500,000 shares of Common
Stock. Mr. Armijo may, from time to time, evaluate market
opportunities for further sales.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Ralph Armijo beneficially owns 805,659 shares of
Common Stock, which represents 8.0% of the issued and
outstanding shares of Common Stock calculated in
accordance with Rule 13d-3.
(b) Ralph Armijo has sole power to vote or to direct the
vote of and the sole power to dispose or to direct
the disposition of all 805,659 shares of Common Stock
he currently holds.
(c) Other than as set forth herein, there have been no
transactions in the Company's Common Stock effected
during the past 60 days.
(d) No other person 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, the Common Stock
owned by Ralph Armijo.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Ralph Armijo entered into a Lock-up Agreement on the
effective date of the Company's most recent Registration
Statement on Form S-3. Pursuant to the agreement, Mr. Armijo
agreed not to sell any of his Common Stock during the 180 day
period following the effective date of the Registration
Statement on Form S-3, except for those shares of Common Stock
sold to the underwriters in connection with the exercise of
the underwriters' overallotment option, the sale of which
shares is reported herein. Mr. Armijo is not a party to any
other contract, arrangement, understanding or relationship
(legal or otherwise) with respect to any securities of the
issuer, including but not limited to transfer or voting of any
of the securities, finder's fees, joint ventures, loan or
option arrangements, put or calls, guarantees of profits,
division of profits or loss or the giving or withholding of
proxies.
ITEM 7. 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.
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Dated: January 11, 2000 /s/ Ralph Armijo
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RALPH ARMIJO
