NETSOLVE INC
SC 13G, 2000-02-11
COMPUTER INTEGRATED SYSTEMS DESIGN
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<PAGE>

                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                 SCHEDULE 13G

                   UNDER THE SECURITIES EXCHANGE ACT OF 1934



                            NetSolve, Incorporated
                            ----------------------
                               (Name of Issuer)

                         Common Stock, $0.01 par value
                         -----------------------------
                        (Title of Class of Securities)

                                   64115J106
                                   ---------
                                (CUSIP Number)



                 ---------------------------------------------
            (Date of Event which Requires Filing of this Statement)



Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

[   ]     Rule 13d-1(b)

[   ]     Rule 13d-1(c)

[ X ]     Rule 13d-1(d)

*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 the
disclosures provided in a prior cover page.

The information required in 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>

CUSIP No. 64115J106
          ---------

- --------------------------------------------------------------------------------
1.   Name of Reporting Person

          Craig S. Tysdal

     I.R.S. Identification No. of above person

          I.R.S. Employer Identification No.:  N/A

- --------------------------------------------------------------------------------
2.   Check the Appropriate Box if a Member of a Group    (a) [  ]
     (See Instructions)                                  (b) [  ]

- --------------------------------------------------------------------------------
3.   SEC Use Only

- --------------------------------------------------------------------------------
4.   Citizenship or Place of Organization

     United States
- --------------------------------------------------------------------------------

Number of      5.   Sole Voting Power
Shares
Beneficially        790,000 shares issuable upon the exercise of options
                    exercisable within 60 days of December 31, 1999.
Owned by
Each           -----------------------------------------------------------------
Reporting      6.   Shared Voting Power
Person
With                0 Shares

               -----------------------------------------------------------------
               7.   Sole Dispositive Power

                    790,000 shares issuable upon the exercise of options
                    exercisable within 60 days of December 31, 1999.

               -----------------------------------------------------------------
               8.   Shared Dispositive Power

                    0 Shares

- --------------------------------------------------------------------------------
9.   Aggregate Amount Beneficially Owned by Each Reporting Person

     790,000 shares issuable upon the exercise of options exercisable within 60
     days of December 31, 1999.

- --------------------------------------------------------------------------------
10.  Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See
     Instructions)

- --------------------------------------------------------------------------------
11.  Percent of Class Represented by Amount in Row (9)

     5.5%

- --------------------------------------------------------------------------------
12.  Type of Reporting Person (See Instructions)

     IN

- --------------------------------------------------------------------------------
<PAGE>

Item 1(a).     Name of Issuer:      NetSolve, Incorporated

Item 1(b).     Address of Issuer's Principal Executive Offices:
               12331 Riata Trace Parkway, Austin, Texas 78727

Item 2(a).     Name of Persons Filing: Craig S. Tysdal. Mr. Tysdal is the
               President and Chief Executive Officer and a director of the
               Issuer. The person named in this paragraph is referred to herein
               as a "Reporting Person"

Item 2(b).     Address of Principal Business Office or, if none, Residence: Mr.
               Tysdal's principal business address is NetSolve, Incorporated,
               12331 Riata Trace Parkway, Austin, Texas 78727.

Item 2(c).     Citizenship: Mr. Tysdal is a United States citizen.

Item 2(d).     Title or Class of Securities: Common Stock, $0.01 par value
               ("Common Stock").

Item 2(e).     CUSIP Number: 64115J106

Item 3.        If this statement is filed pursuant to (S)(S)240.13d-1(b) or
               240.13d-2(b) or (c), check whether the person filing is a:

             (a) [ ]  Broker or dealer registered under Section 15 of the Act
                      (15 U.S.C. 78o).

             (b) [ ]  Bank as defined in Section 3(a)(6) of the Act
                      (15 U.S.C. 78c).

             (c) [ ]  Insurance company as defined in Section 3(a)(19) of the
                      Act (15 U.S.C. 78c).

             (d) [ ]  Investment Company registered under Section 8 of the
                      Investment Company Act of 1940 (15 U.S.C. 80a-8).

             (e) [ ]  An investment adviser in accordance with (S)240.13d-1(b)
                      (1)(ii)(E).

             (f) [ ]  An employee benefit plan or endowment fund in accordance
                      with (S)240.13d-1(b)(1)(ii)(F).

             (g) [ ]  A parent holding company or control person in accordance
                      with (S)240.13d-1(b)(1)(ii)(G).

             (h) [ ]  A savings associations as defined in Section 3(b) of the
                      Federal Deposit Insurance Act (12 U.S.C. 1813).

             (i) [ ]  A church plan that is excluded from the definition of an
                      investment company under Section 3(c)(14) of the
                      Investment Company Act of 1940 (15 U.S.C. 80a-3).

             (j) [ ]  Group, in accordance with (S)240.13d-1(b)(1)(ii)(J).
<PAGE>

Item 4.      Ownership

             (a) Amount beneficially owned: Mr. Tysdal is the holder of options
                 to purchase 790,000 shares which options are exercisable within
                 60 days of December 31, 1999. Therefore, the Reporting Person
                 may be deemed to own beneficially 790,000 shares.

             (b) Percent of class: 5.5%. The foregoing percentage is calculated
                 based on the 13,454,570 shares of Common Stock reported to be
                 outstanding as of November 10, 1999, in the Quarterly Report on
                 Form 10-Q of NetSolve, Incorporated for the quarter ending
                 September 30, 1999. The 790,000 shares which are subject to
                 options exercisable within 60 days of December 31, 1999, are
                 deemed to be outstanding for the purpose of computing the
                 percentage of outstanding securities owned by the Reporting
                 Person.

             (c) Number of shares as to which the person has:

                 (i)    Sole power to vote or to direct the vote: 790,000 shares
                        issuable upon the exercise of options exercisable within
                        60 days of December 31, 1999.
                 (ii)   Shared power to vote or to direct the vote: 0 shares.
                 (iii)  Sole power to dispose or to direct the disposition of:
                        790,000 shares issuable upon the exercise of options
                        exercisable within 60 days of December 31, 1999.
                 (iv)   Shared power to dispose or to direct the disposition of:
                        0 shares.

Item 5.      Ownership of Five Percent or Less of a Class.

             Not applicable.

Item 6.      Ownership of More than Five Percent on Behalf of Another Person.

             Not applicable.

Item 7.      Identification and Classification of the Subsidiary Which Acquired
             the Security Being Reported on by the Parent Holding Company.

             Not applicable.

Item 8.      Identification and Classification of Members of the Group.

             Not applicable.

Item 9.      Notice of Dissolution of Group.

             Not applicable.
<PAGE>

Item 10.     Certification.

             By signing below I certify that, to the best of my knowledge and
             belief, the securities referred to above were not acquired and are
             not held for the purpose of or with the effect of changing or
             influencing the control of the issuer of the securities and were
             not acquired and are not held in connection with or as a
             participant in any transaction having that purpose or effect.

                                   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: February 11, 2000.

                                                        /s/ Craig S. Tysdal
                                                       ------------------------
                                                            Craig S. Tysdal


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