UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
InfoNow Corporation
-------------------
(Name of Issuer)
Common Stock
------------
(Title of Class of Securities)
456664309
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(CUSIP Number)
24768 Foothills Drive N., Golden, CO 80401-5830
303-526-5599
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
August 28, 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 ss.ss. 240.13d-1(e), 240.13-1(f) or 240.13d-1(g), check the
following box |X|.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. Seess. 240.13d-7(b) for other
parties to whom copies are to be sent.
*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>
SCHEDULE 13D
CUSIP No. 456664309 Page 2 of 5 Pages
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Stuart N. Fullinwider
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) |_|
(b) |_|
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3 SEC USE ONLY
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4 SOURCE OF FUNDS (SEE INSTRUCTIONS)
PF
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5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) |_|
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
NUMBER OF 354,165
---------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
---------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
PERSON 354,165
---------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
0
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,165
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12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) |_|
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.93%
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14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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<PAGE>
CUSIP No. 456664309 Page 3 of 5 Pages
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This statement constitutes a statement on Schedule 13D filed on behalf of
the undersigned Reporting Person (as hereinafter defined) pursuant to Section
13(d) of the Securities Exchange Act of 1934, as amended (the "Act").
Item 1. Security and Issuer
- ---------------------------
This statement relates to shares of common stock (the "Common Stock"), of
InfoNow Corporation, a Delaware corporation (the "Company"). The address of the
Company's principal executive offices is 1875 Lawrence Street, Suite 1100,
Denver, Colorado 80202.
Item 2. Identity and Background
- -------------------------------
This statement is being filed by Stuart N. Fullinwider, an individual (the
"Reporting Person"). The Reporting Person's address is 24768 Foothills Drive N.,
Golden, CO 80401. The principal business activity of the Reporting Person is
consulting services.
The Reporting Person is a citizen of the United States of America. During
the past five years, the Reporting Persons has not been (i) convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) 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.
Item 3. Source and Amount of Funds or Other Consideration
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The Reporting Person acquired a total of 410,000 shares, 85,000 of which
were purchased in the open market, 225,000 of which were purchased in a private
placement and 100,000 of which were acquired upon the exercise of warrants
purchased from a third party. The aggregate purchase price for these 410,000
shares was $644,420.69. The Reporting Person subsequently sold 70,000 shares in
the open market as identified in Item 4 below. The Reporting Person has also
been granted options to purchase 20,000 shares of Common Stock at an exercise
price of $1.20, of which 14,165 shares will be vested as of January 31, 2000.
The source of funds for all of the Reporting Person's acquisitions were personal
funds.
Item 4. Purpose of Transaction
- ------------------------------
The shares of Common Stock to which this Schedule 13D relates were
initially acquired by the Reporting Person in a series of transactions between
March 2, 1998 and November 13, 1998. In addition, the Reporting Person has been
granted options to purchase 20,000 shares of Common Stock at an exercise price
of $1.20, of which 14,165 shares will be vested as of January 31, 2000. A
Schedule 13G was filed by the Reporting Person on June 18, 1998 and an amendment
to such Schedule 13G was filed by the Reporting Person on November 20, 1998. An
amendment to Schedule 13G terminating the Reporting Person's status as a 13G
filer was filed simultaneously with this Schedule 13D. The Reporting Person
acquired the shares of Common Stock to which this Schedule 13D relates for
investment purposes. The Reporting Person disposed of 5,000 shares of Common
Stock on November 15, 1999, 30,000 shares on November 22, 1999 and 35,000 shares
on November 26, 1999.
<PAGE>
CUSIP No. 456664309 Page 4 of 5 Pages
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The Reporting Person does not have any other plans or proposals that relate
to or would result in any of the matters enumerated in paragraphs (a) through
(j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer
- --------------------------------------------
(a) Based upon publicly available information, the Reporting Person
believes that 7,177,411 shares of Common Stock are issued and outstanding and
that the 354,165 shares of Common Stock beneficially owned by the Reporting
Person represent 4.93% of the total outstanding shares of Common Stock.
(b) The Reporting Person has sole power to vote and dispose of the shares
of Common Stock indicated as being beneficially owned by the Reporting Person in
Item 5(a).
(c) The Reporting Person disposed of 5,000 shares of Common Stock on
November 15, 1999, 30,000 shares on November 22, 1999 and 35,000 shares on
November 26, 1999.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None
Item 7. Material to Be Filed as Exhibits
None
<PAGE>
CUSIP No. 456664309 Page 5 of 5 Pages
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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.
Dated: December 1, 1999
By: /s/ Stuart N. Fullinwider
---------------------------------
Name: Stuart N. Fullinwider
