o |
Rule
13d-1(b)
|
o |
Rule
13d-1(c)
|
þ
|
Rule
13d-1(d)
|
CUSIP
No. 458483203
|
13G
|
Page 2 of
4 Pages
|
1
|
NAME
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Michael
Mathews
|
||||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
||||
(a)
|
o | ||||
(b)
|
o | ||||
3
|
SEC
USE ONLY
|
||||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
||||
NUMBER OF
|
5
|
SOLE
VOTING POWER
1,257,917 (1)
|
|||
SHARES
BENEFICIALLY
OWNED BY
|
6
|
SHARED
VOTING POWER
|
|||
EACH
REPORTING
PERSON
|
7
|
SOLE
DISPOSITIVE POWER
1,257,917 (1)
|
|||
WITH
|
8
|
SHARED
DISPOSITIVE POWER
|
|||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,257,917
|
||||
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES*
|
||||
o | |||||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.3
%
|
||||
12
|
TYPE
OF REPORTING PERSON*
In
- Individual
|
(1)
|
Includes
(i) 460,000 shares of common stock and (ii) 797,917 options to purchase
common stock.
|
CUSIP
No. 458483203
|
13G
|
Page 3 of
4 Pages
|
ITEM 1.
|
(a)
|
Name
of Issuer: interCLICK, Inc.
|
(b)
|
Address
of Issuer’s Principal Executive Offices: 257 Park Avenue South, Ste. 600,
New York, New York 10010
|
ITEM 2.
|
(a)
|
Name
of Person Filing: Michael Mathews
|
(b)
|
Address
of Principal Business Office: 257 Park Avenue South, Ste. 600,
New York, New York 10010
|
(c)
|
Citizenship:
United States of America
|
(d)
|
Title
of Class of Securities: Common
Stock
|
(e)
|
CUSIP
Number: 458483203
|
ITEM 3.
|
IF THIS
STATEMENT IS FILED PURSUANT TO §§240.13d-1(b) or 240.13d-2(b) or
(c), CHECK WHETHER THE PERSON FILING IS A:
|
Not
Applicable.
|
ITEM 4.
|
OWNERSHIP.
|
ITEM 5.
|
OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS.
|
Not
Applicable.
|
ITEM 6.
|
OWNERSHIP
OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
|
ITEM 7.
|
IDENTIFICATION AND
CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING
REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON.
|
ITEM 8.
|
IDENTIFICATION AND
CLASSIFICATION OF MEMBERS OF THE GROUP.
|
ITEM 9.
|
NOTICE OF
DISSOLUTION GROUP.
|
ITEM 10.
|
CERTIFICATIONS.
|
CUSIP
No. 458483203
|
13G
|
Page 4 of
4 Pages
|
|
Date:
February 16, 2010
|
/s/
Michael Mathews
|
|||
Michael
Mathews
|