SEC Filings Section 16 Filings Only
 
PFSWEB INC filed this PRE 14A on 05/05/2008.
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          Directors who are also employees of the Company or any of its subsidiaries receive no remuneration for serving as directors or Committee members.
Security Ownership of Certain Beneficial Owners and Management
          The following table sets forth as of April 16, 2008, certain information regarding the beneficial ownership of the Company’s Common Stock by (i) each person who is known to the Company to beneficially own more than 5% of the Common Stock, (ii) each of the Directors and named executive officers of the Company individually and (iii) the Directors and executive officers of the Company as a group. The information contained in this table reflects “beneficial ownership” as defined in Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and, as such, also includes shares acquirable within 60 days. Unless otherwise indicated, the stockholders identified in this table have sole voting and investment power with respect to the shares owned of record by them.
                 
    Number    
Name and Address of Beneficial Owner   of Shares   Percent (1)
 
               
Austin W. Marxe and David M. Greenhouse (2)
527 Madison Avenue, Suite 2600
New York, NY 10022
    6,984,278       15.0 %
Mark C. Layton (3)
    1,410,349       3.0 %
Steven S. Graham (3)
    862,975       1.8 %
Thomas J. Madden (3)
    668,953       1.4 %
Timothy M. Murray (3)
    242,256       *  
Michael C. Willoughby (3)
    251,278       *  
Cindy Almond (3)
    273,535       *  
James F. Reilly (3)
    171,405       *  
Dr. Neil W. Jacobs (3)
    115,312       *  
David I. Beatson (3)
    95,000       *  
All directors and executive officers as a group (9 persons) (4)
    4,091,063       8.23 %
 
*   Represents less than 1%
 
(1)   This table is based on 46,579,564 shares of Common Stock outstanding on April 16, 2008.
 
(2)   Based on a February 13, 2008 Schedule 13G joint filing by Austin W. Marxe (“Marxe”) and David M. Greenhouse (“Greenhouse”). Marxe and Greenhouse share sole voting and investment power over 1,090,869 common shares owned by Special Situations Cayman Fund, L.P., 438,015 common shares owned by Special Situations Fund III, L.P., 3,904,755 common shares owned by Special Situations Fund III QP, L.P., 1,550,639 common shares owned by Special Situations Private Equity Fund, L.P.
 
(3)   Includes the following outstanding options to purchase the specified number of shares of Common Stock, which are fully vested and exercisable: Mark C. Layton — 812,056; Steven S. Graham — 800,949; Thomas J. Madden — 562,340; Timothy M. Murray — 156,167; Michael C. Willoughby — 249,333; Cindy Almond — 272,285; James F. Reilly — 85,000; Dr. Neil W. Jacobs — 95,000 and David I. Beatson — 95,000.
 
(4)   Includes outstanding options to purchase 3,128,130 shares of Common Stock, which are fully vested and exercisable.

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