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) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Series A Convertible Redeemable Preferred Stock
|
10/08/2005 |
Â
(3)
|
Common Stock
|
133,333
(3)
|
$
(3)
|
D
|
Â
|
Stock Appreciation Right
|
Â
(4)
|
Â
(4)
|
Common Stock
|
150,000
|
$
(4)
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(5)
|
Â
(5)
|
Common Stock
|
166,667
|
$
2.325
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(6)
|
Â
(6)
|
Common Stock
|
33,334
|
$
2.775
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(7)
|
Â
(7)
|
Common Stock
|
33,334
|
$
3.375
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(8)
|
Â
(8)
|
Common Stock
|
33,334
|
$
4.26
|
D
|
Â
|
Common Stock Warrant
|
02/17/2004 |
11/15/2007 |
Common Stock
|
10,490
|
$
2.325
|
D
|
Â
|
Common Stock Warrant
|
02/17/2004 |
03/10/2008 |
Common Stock
|
11,802
|
$
2.325
|
D
|
Â
|
Common Stock Warrant
|
02/17/2004 |
05/17/2008 |
Common Stock
|
5,582
|
$
2.325
|
D
|
Â
|
Common Stock Warrant
|
02/17/2004 |
10/03/2008 |
Common Stock
|
15,736
|
$
2.325
|
D
|
Â
|
Common Stock Warrant
|
02/17/2004 |
11/17/2008 |
Common Stock
|
248
|
$
2.325
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(9)
|
Â
(9)
|
Common Stock
|
33,334
|
$
2.325
|
D
|
Â
|
Series A Convertible Redeemable Preferred Stock
|
10/30/2004 |
Â
(3)
|
Common Stock
|
20,000
(3)
|
$
(3)
|
I
|
by Cynthia Eisenberg
|
Series B Convertible Redeemable Preferred Stock
|
10/16/2006(11)
|
Â
(10)
|
Common Stock
|
15,550
(12)
|
$
(10)
|
D
|
Â
|
Series A Convertible Redeemable Preferred Stock
|
02/17/2004 |
Â
(3)
|
Common Stock
|
88,950
(3)
|
$
(3)
|
D
|
Â
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
Each Time Vested Restricted Stock Unit ("TV RSU") represents the right to receive one share of common stock. One-third of
the TV RSU awards will vest on each of January 1, 2007, January 1, 2008 and January 1, 2009. |
(2) |
Each Performance Vested Restricted Stock Unit ("PV RSU") represents the right to receive one share of common stock.
One-third of the PV RSU awards will vest based on the achievement by the employee and/or the Company of certain performance
targets for each of the fiscal years 2006, 2007 and 2008. |
(3) |
The Series A Convertible Redeemable Preferred Stock is convertible into common stock on the basis of two shares of common
stock for every three shares of Preferred Stock and has no expiration date. |
(4) |
Each Performance Vested Stock Appreciation Right ("PV SAR") represents the right to receive a payment measured by the
increase in the fair market value of one share of common stock from the date of grant of the PV SAR to the date of exercise
of the PV SAR. One-third of the PV SAR awards will vest based on the achievement by the employee and/or the Company of
certain performance targets for each of the fiscal years 2006, 2007 and 2008. The PV SARs expire in October, 2016 and have
an exercise price equal to the initial public offering price. |
(5) |
166,667 Options were issued on February 17, 2004. 68.75% were vested as of such date. The remaining 31.25% vest at a rate
of 6.25% of the Option per quarter beginning March 31, 2004. The Options expire on February 17, 2014. |
(6) |
33,334 Options were issued on February 17, 2004. 68.75% were vested as of such date. The remaining 31.25% vest at a rate of
6.25% of the Option per quarter beginning March 31, 2004. The Options expire on February 17, 2014. |
(7) |
33,334 Options were issued on February 17, 2004. 50% were vested as of such date. The remaining 50% vest at a rate of 6.25%
of the Option per quarter beginning March 31, 2004. The Options expire on February 17, 2014. |
(8) |
33,334 Options were issued on February 17, 2004. 25% were vested as of such date. The remaining 75% vest at a rate of 6.25%
of the Option per quarter beginning March 31, 2004. The Options expire on February 17, 2014. |
(9) |
33,334 Options were issued on February 17, 2004 and vest at a rate of 6.25% per quarter beginning March 31, 2004. The
Options expire on February 17, 2014. |
(10) |
The Series B Convertible Redeemable Preferred Stock in convertible into common stock on the basis of two shares of common
stock for every three shares of Preferred Stock and has no expiration date. |
(11) |
The original Form 3 reported 10/16/2004 as the date exercisable due to a clerical error. |
(12) |
The original Form 3 reported 15,500 as the number of shares underlying derivative security due to a clerical error. |