* |
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) |
Includes 18,750 shares of Issuer's common stock underlying restricted stock units ("RSUs") awarded to Reporting Person. The RSUs will vest in a series of four equal annual installments, with the first to vest on February 26, 2011 and the remaining installments to vest on the second, third and fourth anniversaries of the January 26, 2010 award date, provided the Reporting Person reamins in the Issuer's service through each such date, subject to accelerated vesting upon the Reporting Person's termination of employment under certain prescribed circumstances within 12 months following certain changes in ownership or control of the Issuer or during the period commencing with the Issuer's execution of a difinitive agreement to effect a change in control and ending on the earlier to occur of (i) the closing of the change in control transaction or (ii) the termination of such definitive agreement. |
(2) |
Unless the Reporting Person elects to derer the issuance of the shares until the Reporting Person's separation from service from the Issuer, the shares of the Issuer's common stock will be issued as the RSUs vest. |
(3) |
Option becomes exercisable as to 1/4 of the option shares on 12/17/2008 and for the balance in a series of equal monthly installments over the following 36 months. |
(4) |
Option becomes exercisable as to 1/4 of the option shares on 02/01/2010 and for the balance in a series of equal monthly installments over the following 36 months. |
(5) |
Option becomes exercisable as to 1/4 of the option shares on 01/26/2011 and for the balance in a series of equal monthly installments over the following 36 months. |