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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or
Section 30(h) of the Investment Company Act of 1940
| 1. | Name and Address of Reporting Person* (Last, First, Middle) |
2. | Date of Event Requiring Statement (Month/Day/Year) |
3. | I.R.S. Identification Number of Reporting Person, if an entity (voluntary) |
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|
Bown, Clifford K.
|
08/19/02
|
|
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|
1901 South Meyers Road
Suite 210 (Street) |
4. | Issuer Name and Ticker or Trading Symbol | 5. | Relationship of Reporting Person(s) to Issuer (Check All Applicable) |
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|
VASCO Data Security International, Inc. ( VDSI)
|
o
Director o 10% Owner |
x
Officer
(give title below) o Other (specify below) |
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|
Oakbrook Terrace, IL 60181
(City)
(State) (Zip) |
6. | If Amendment, Date of Original (Month/Day/Year) |
Executive Vice President and CFO
|
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|
N/A
|
7. | Individual or Joint/Group Filing (Check Applicable Line) |
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|
x
Form filed by One Reporting Person o Form filed by More than One Reporting Person |
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| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). | |
| Reminder: | Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
| Table I — Non-Derivative Securities Beneficially Owned | |||||||||
| 1. | Title of Security (Instr. 4) |
2. | Amount of Securities Beneficially Owned (Instr. 4) |
3. | Ownership Form: Direct (D) or Indirect (I) (Instr. 5) |
4. | Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Common Stock, $0.001 par value | None | ||||||||
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| Table II — Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||
| 1. | Title of Derivative Security (Instr. 4) |
2. | Date Exercisable and Expiration Date (Month/Day/Year) |
3. | Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. | Conversion or Exercise Price of Derivative Security |
5. | Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. | Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exer- cisable |
Expi- ration Date |
Title |
Amount or Number of Shares |
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| Non-qualified stock option | (a) | 8/19/12 | Common Stock, $.001 par value | 75,000 | $1.20 | D | |||||||
| Non-qualified stock option | (b) | 1/2/13 | Common Stock, $.001 par value | 25,000 | $0.85 | D | |||||||
| Non-qualified stock option | (c) | 1/9/13 | Common Stock, $.001 par value | 50,000 | $0.72 | D | |||||||
Explanation of Responses:
(a) Option vests 6/36ths at a date six months from the date of grant and 1/36th each month thereafter on the last day of each month. Option granted 8/19/02
(b) Option vests 6/36ths at a date six months from the date of grant and 1/36th each month thereafter on the last day of each month. Option granted 1/2/03
(c) Option vests 6/36ths at a date six months from the date of grant and 1/36th each month thereafter on the last day of each month. Option granted 1/9/03
| /s/ Clifford K. Bown | 2/20/03 | |
**Signature of Reporting Person |
Date |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | |
| Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | |
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