SECURITIES AND EXCHANGE COMMISISON
WASHINGTON, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4)
DATATEC SYSTEMS, INC.
(Name of issuer)
Common Stock, $001 par value per share
( Title of class of securities)
238128 10 2
(CUSIP number)
CHRISTOPHER J. CAREY
450 Claremont Road
Bernardsville, New Jersey 07924
(908) 630-9003
(Name, address and telephone number of person
authorized to receive notices and communications)
May 2, 2000
(Date of event which requires filing of this statement)
If the filing person has previously filed a statement in Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b) (3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ].
(A fee is not required only if the reporting person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7).
NOTE. Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
<PAGE>
(Continued on following pages)
(Page 1 of 6 Pages)
Exhibit Index on Page 6
(1) 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 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 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. 238128 10 2 13D Page 2 of 6 Pages
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1 NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE
PERSONS
CHRISTOPHER J. CAREY
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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*
OO
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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 OR ORGANIZATION
USA
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7 SOLE VOTING POWER
298,201(1)(2)
------------------------------
8 SHARED VOTING POWER
NUMBER OF 45,000(1)
SHARES BE- ------------------------------
NEFICIALLY
OWNED BY 9 SOLE DISPOSITIVE POWER
EACH REPORTING 298,201(1)(2)
PERSON WITH ------------------------------
10 SHARED DISPOSITIVE POWER
45,000(1)
------------------------------
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<PAGE>
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
343,201(1)(2)
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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)
1.09%
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14 TYPE OF REPORTING PERSON*
IN
================================================================================
*SEE INSTRUCTIONS BEFORE FILLING OUT!
(1) Includes (i) 45,000 shares held by a limited liability company of which Mr.
Carey is a member, (ii) 55,000 shares held by the Carey Charitable
Remainder Trust, and (iii) 50,000 shares held by the Carey Family
Foundation. Mr. Christopher Carey has full voting and dispositive power
over all such shares, except shares held by the limited liability company,
as to which he shares voting and dispositive power with his wife, and
shares held by the Charitable Remainder Trust of which his wife is Trustee.
(2) Excludes 118,518 shares beneficially owned by Mr. Carey's wife, Mary Carey,
as to which shares Mr. Carey disclaims beneficial ownership.
<PAGE>
CUSIP No. 238128 10 2 13D Page 3 of 6 Pages
This Amendment No. 4 amends the Schedule 13D dated October 31, 1996, (the
"Schedule 13D"), Amendment No. 1 thereto dated September 21, 1998, Amendment No.
2 thereto dated February 29, 2000 and Amendment No. 3 dated March 10, 2000 filed
by Christopher J. Carey ("Mr. Carey"), Amy Carey GRAT and Christopher Carey
GRAT. All capitalized terms not otherwise defined herein shall have the meanings
ascribed thereto in the Schedule 13D. Only those items amended hereby are
included herein.
Item 1. SECURITY AND ISSUER.
This statement relates to shares (the "Shares") of the common stock, par value
$.001 per share ("Common Stock"), of Datatec Systems, Inc., formerly known as
Glasgal Communications, Inc., a Delaware corporation (the "Issuer"). The
principal executive offices of the Issuer are located at 23 Madison Road,
Fairfield, New Jersey 07004.
Item 2. IDENTITY AND BACKGROUND.
(b) The principal business address of each Reporting Person is c/o
Christopher J. Carey, 450 Claremont Road, Bernardsville, NJ 07924.
(c) Mr. Carey resigned his positions as President and as a director of the
Issuer in Spring, 2000. He is not currently employed.
Item 4. PURPOSE OF TRANSACTION.
The Reporting Persons may sell part or all of their Shares at any time and from
time to time in open market and/or privately negotiated transactions.
Item 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) The aggregate percentage of Shares of Common Stock reported owned by
each person named herein is based upon 31,274,064 shares of the Issuer's Common
Stock outstanding as of January 31, 2000. Mr. Carey currently beneficially owns
343,201(1)(2) shares of the Issuer's Common Stock representing approximately
1.09% of the shares of the Issuer's Common Stock issued and outstanding as of
January 31,2000. As of the date hereof, the Carey Charitable Remainder Trust
beneficially owns 55,000 shares and the Carey Family Foundation, Inc. owns
50,000 shares of the Issuer's
<PAGE>
Common Stock, representing less than 1% of the Issuer's Common Stock issued and
outstanding as of such date.
----------
(1) Includes (i) 45,000 shares held by a limited liability company of
which Mr. Carey is a member, (ii) 55,000 shares held by the Carey
Charitable Remainder Trust, and (iii) 50,000 shares held by the Carey
Family Foundation, Inc. Mr. Carey has full voting and dispositive power
over all such shares, except shares held by the limited liability company,
as to which he shares voting and dispositive power with his wife, and
shares held by the Charitable Remainder Trust of which his wife is Trustee.
(2) Excludes 118,518 shares beneficially owned by Mr. Carey's wife,
Mary Carey, as to which shares Mr. Carey disclaims beneficial ownership.
----------
(b) Mr. Carey currently has the sole power to vote and dispose of all of
the shares of the Issuer's Common Stock referred to in paragraph (a) above,
except shares held by the limited liability company, as to which he shares
voting and dispositive power with his wife, and shares held by the Carey Family
Foundation, Inc. of which his wife is Trustee.
(c) The following table sets forth the transactions in Shares by Mr. Carey
from and after March 17, 2000. Unless otherwise indicated, all such transactions
took place on the Nasdaq Small-Cap Market.
<PAGE>
CUSIP No. 238128 10 2 13D Page 4 of 6 Pages
Average
Shares of Sale Price Per
Common Stock Share Date of Sale
For Benefit of Christopher Carey
31,000 $11.96 March 20, 2000
53,800 $12.20 March 21, 2000
33,800 $12.11 March 22, 2000
11,000 $13.09 March 24, 2000
30,000 $10.57 April 7, 2000
2,000 $ 7.50 April 18, 2000
300 $ 8.00 April 20, 2000
30,000 $ 7.99 April 25, 2000
27,000 $ 7.44 April 26, 2000
29,000 $ 6.69 April 27, 2000
5,000 $ 8.52 April 28, 2000
38,000 $ 7.56 May 1, 2000
30,000 $ 7.35 May 2, 2000
30,000 $ 8.16 May 3, 2000
35,000 $ 8.85 May 4, 2000
25,000 $ 8.46 May 5, 2000
30,000 $ 7.78 May 8, 2000
<PAGE>
35,000 $ 7.42 May 9, 2000
25,000 $ 7.65 May 10, 2000
20,000 $ 6.95 May 11, 2000
30,000 $ 6.79 May 12, 2000
30,000 $ 6.95 May 15, 2000
30,000 $ 7.49 May 16, 2000
30,000 $ 7.05 May 17, 2000
30,000 $ 6.83 May 18, 2000
30,000 $ 6.80 May 19, 2000
30,000 $ 6.22 May 22, 2000
31,000 $ 6.07 May 23, 2000
30,000 $ 5.63 May 24, 2000
30,000 $ 5.59 May 25, 2000
26,000 $ 5.11 May 26, 2000
30,000 $ 4.64 May 30, 2000
32,000 $ 5.40 *June 2, 2000
68,000 $ 5.51 *June 5, 2000
51,100 $ 6.21 *June 6, 2000
62,500 $ 7.21 *June 7, 2000
39,500 $ 7.08 June 8, 2000
40,000 $ 6.83 June 9, 2000
40,000 $ 6.52 June 12, 2000
40,000 $ 5.99 June 13, 2000
<PAGE>
40,000 $ 6.15 June 14, 2000
42,500 $ 5.67 June 15, 2000
10,000 $ 6.75 June 22, 2000
17,500 $ 6.71 June 23, 2000
38,000 $ 6.12 June 27, 2000
43,500 $ 6.10 June 28, 2000
2,500 $ 5.60 June 30, 2000
36,500 $ 5.62 July 5, 2000
43,500 $ 6.01 July 6, 2000
39,000 $ 6.21 July 7, 2000
47,591 $ 5.59 July 10, 2000
8,800 $ 5.67 July 11, 2000
<PAGE>
For Benefit of Amy Carey GRAT
10,000 $ 6.90 June 8, 2000
10,000 $ 6.89 June 9, 2000
10,000 $ 6.65 June 12, 2000
10,000 $ 6.12 June 13, 2000
10,000 $ 6.15 June 14, 2000
10,000 $ 5.67 June 15, 2000
10,000 $ 6.48 June 23, 2000
10,000 $ 5.98 June 29, 2000
16,296 $ 6.00 July 7, 2000
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For Benefit of Christopher Carey GRAT
10,000 $ 6.90 June 8, 2000
10,000 $ 6.89 June 9, 2000
10,000 $ 6.65 June 12, 2000
10,000 $ 6.12 June 13, 2000
10,000 $ 6.15 June 14, 2000
10,000 $ 6.90 June 15, 2000
10,000 $ 6.93 June 23, 2000
10,000 $ 6.65 June 29, 2000
9,296 $ 6.08 July 7, 2000
7,000 $ 6.14 July 10, 2000
<PAGE>
For Benefit of Carey Charitable Remainder Trust
40,000 $ 6.58 June 26, 2000
5,000 $ 5.70 July 11, 2000
<PAGE>
For Benefit of Carey Family Foundation, Inc.
2,000 $ 6.63 June 26, 2000
20,000 $ 6.60 June 29, 2000
28,000 $ 6.21 June 30, 2000
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each
of the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: July 17, 2000
/S/ CHRISTOPHER CAREY
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CHRISTOPHER CAREY
AMY CAREY GRAT
By:
/S/ CHRISTOPHER CAREY
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Christopher Carey, Trustee
CHRISTOPHER CAREY GRAT
By:
/S/ CHRISTOPHER CAREY
-----------------------------
Christopher Carey, Trustee
