* |
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) |
This Form 3 amends the Form 3 filed with the U.S. Securities and Exchange Commission on November 6, 2008 (the "Original Form
3"). In the Original Form 3, 180,000 shares of the Registrant's common stock, par value $0.01 per share (the "Common
Stock"), were reported under Table I as "Non-Derivative Securities" beneficially owned by the Reporting Person, however,
such shares actually represent shares underlying an option granted by the Registrant to the Reporting Person pursuant to a
Non-Qualified Stock Option Agreement, dated December 1, 2008. Accordingly, the Original Form 3 is hereby amended to report
the aforesaid option, and the 180,000 shares of Common Stock underlying such option, under Table II as "Derivative
Securities." The Original Form 3 has not been amended in any way except as expressly provided herein. |
(2) |
The option vests according to the following schedule: (1) 60,000 shares of Common Stock underlying the option vested on
December 1, 2008; (2) an additional 60,000 shares of Common Stock underlying the option shall vest on the date immediately
following the date of the next annual meeting of the stockholders of the Registrant (the "Annual Meeting") following the
option grant date; and (3) the remaining 60,000 shares of Common Stock underlying the option shall vest on the date
immediately following the one year anniversary of the Annual Meeting; provided, however, that the option shall fully vest
upon the Reporting Person's death, disability, retirement as a director or removal as a director without cause at the
request of the Registrant's Board of Directors. |