Annual Information Statements and IRS Returns -

Requirement to Report -

For any exercise of an incentive stock option (ISO) or transfer of a share previously purchased pursuant to a tax-qualified employee stock purchase plan (ESPP) where the purchase price paid for the share was (a) less than 100% of the fair market value on the date of grant or (b) not fixed or determinable on the date of grant, the Internal Revenue Code requires companies to:

• furnish, by January 31, 2013, annual information statements to the participant who exercised the ISO or transferred the ESPP share; and

• file, by February 28, 2013 (for paper filers) or by April 1, 2013 (for electronic filers), an information return with the IRS (please note that companies may request an automatic 30-day extension of this deadline by filing a Form 8809, Application for Automatic Extension of Time to File Information Returns, with the IRS on or before the applicable filing deadline).

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