SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )
INTERNATIONAL ASSETS HOLDING CORPORATION
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(Name of Issuer)
COMMON SHARES
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(Title of Class of Securities)
459028106
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(CUSIP Number)
DECEMBER 31, 2002
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(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)
[X] Rule 13d-1(c)
[_] 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).
CUSIP No.. 459028106
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(1) Names of Reporting Persons I.R.S. Identification Nos. of Above Persons
(entities only)
Stephen A. Saker
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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) Citizenship or Place of Organization.
Florida.
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Number of Shares (5) Sole Voting Power 140,948
Beneficially -------------------------------------------------------------
Owned (6) Shared Voting Power N/A
by Each -------------------------------------------------------------
Reporting (7) Sole Dispositive Power 140,948
Person -------------------------------------------------------------
With (8) Shared Dispositive Power N/A
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(9) Aggregate Amount Beneficially Owned by Each Reporting
Person - 140,948
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(10) Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) N/A
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(11) Percent of Class Represented by Amount in Row 9
5.08%
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(12) Type of Reporting Person (See Instructions) IN
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Item 1
Item 1(a) Name of Issuer: International Assets Holding Corporation
.........................................................................
Item 1(b) Address of Issuer's Principal Executive Offices:
220 E. Central Parkway, Suite 2060
Altamonte Springs, FL 32701
Item 2
2(a) Name of Person Filing: Stephen A. Saker
2(b) Address or Principal Business Office or, if none, Residence:
220 E. Central Parkway, Suite 2060
Altamonte Springs, FL 32701
2(c) Citizenship: Florida
2(d) Title of Class of Securities: Common Stock
2(e) CUSIP No.: 459028106
Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check
whether the person filing is a:
a. [_] Broker or Dealer registered under Section 15 of the Act.
b. [_] Bank as defined in Section 3(a)(6) of the Act.
c. [_] Insurance Company as defined in Section 3(a)(19) of the Act.
d. [_] Investment company registered under Section 8 of the Investment
Company Act of 1940.
e. [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
f. [_] An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
g. [_] A parent holding company or control person in accordance with Rule
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;
j. [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
a. Amount Beneficially Owned: 140,948
.....................................................
b. Percent of class: 5.08%
.....................................................
c. Number of shares as to which such person has:
.....................................................
i. Sole power to vote or to direct the vote 140,948
ii. Shared power to vote or to direct the vote N/A
iii. Sole power to dispose or to direct the disposition of 140,948.
iv. Shared power to dispose or to direct the disposition of N/A.
Item 5.
Ownership of 5 Percent or Less of a Class. If this statement is being filed to
report the fact that as of the date hereof the reporting person has ceased to be
the beneficial owner of more than 5 percent of the class of securities, check
the following [X].
Mr. Saker acquired shares of International Assets Holding Corporation (the
"Company") over a lengthy period of time from the Company's inception in 1987
through December, 2002. As an employee of the Company, Mr. Saker was a
participant in the International Assets Holding Corporation 401-k Profit Sharing
Plan (the "Plan") which was terminated and the assets of the Plan were
distributed to the participants by December 31, 2002. As a participant Mr. Saker
had 47,874 shares of common stock to his credit within the Plan. Upon receipt of
his distributed shares Mr. Saker directly owned 84,874 common shares of
International Assets Holding Corporation stock.
Also, as of December 31, 2002, Mr. Saker had the right to acquire an additional
56,074 shares of common stock within 60 days through the exercise of five vested
options he had been granted as an employee of the Company. Therefore, Mr.
Saker's beneficial ownership as of December 31, 2002 was 140,948 shares of
common stock of International Assets Holding Corporation. These shares
represented 5.08% of the outstanding shares of common stock.
However, as reported on January 27, 2003 on a Form 4 filing, 21,638 options of
the 56,074 vested stock options expired without exercise. Due to this expiration
Mr. Saker, as of the date of this filing, owns less than 5% of the outstanding
shares of the Company.
Item 6. Ownership of More than 5 Percent on Behalf of Another Person
If any 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, such
securities, a statement to that effect should be included in response to this
item and, if such interest relates to more than 5 percent of the class, such
person should be identified. A listing of the shareholders of an investment
company registered under the Investment Company Act of 1940 or the beneficiaries
of employee benefit plan, pension fund or endowment fund is not required.
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company or Control Person.
N/A
Item 8. Identification and Classification of Members of the Group
N/A
Item 9. Notice of Dissolution of Group
N/A
Item 10. Certifications
a. The following certification shall be included if the statement is filed
pursuant to Rule 13d-1(b):
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the
ordinary course of business and 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.
.....................................................................
Dated 01/29/2003
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Signature /s/ Stephen A. Saker
.....................................................................
Name/Title Stephen A. Saker