PRINCIPAL SHAREHOLDERS
The following table contains information as of January 31, 2000 with respect
to the beneficial ownership of our common stock and the beneficial ownership of
Comverse common stock by:
. each person who we know beneficially owns more than 5% of our common
stock;
. each of our directors and each individual who serve as our named
executive officers individually; and
. all of our directors and executive officers as a group.
Unless otherwise indicated, to our knowledge, all persons listed below have
sole voting and investment power with respect to their shares of common stock.
Share ownership in each case includes shares issuable upon exercise of
outstanding options that are exercisable within 60 days. Each of our directors
and executive officers who is also a director or officer of Comverse disclaims
ownership of the shares of our common stock owned by Comverse.
<TABLE>
<CAPTION>
Shares of Ulticom Common Shares of
Stock Comverse
Beneficially Owned Common Stock
---------------------------- Beneficially
Percent Owned
----------------- -----------------
Before After
Number Offering Offering Number Percent
---------- -------- -------- --------- -------
<S> <C> <C> <C> <C> <C>
Principal Shareholders:
Comverse Technology, Inc.(1)... 31,499,738 96.25% 85.19% -- --
Directors and Executive
Officers:
Kobi Alexander(2).............. 1,227,263 3.75% 3.32% 1,534,659 2.0%
Shawn Osborne(2)(3)............ -- -- -- 5,625 *
David Kreinberg(2)(4).......... 32,727 * * 20,452 *
William F. Sorin (2)(4)(5)..... 32,727 * * 18,750 *
Paul D. Baker(2)(4)............ -- -- -- 1,008 *
Yaacov Koren(2)(4)............. -- -- -- 2,500 *
Zvi Bar-On..................... -- -- -- 300 *
Ron Hiram...................... -- -- -- -- --
Rex McWilliams................. -- -- -- 49,400 *
All executive officers and
directors as a group (nine
persons)(6)................... 1,292,717 3.95% 3.50% 1,632,694 2.1%
</TABLE>
--------
(1) Includes 1,259,990 shares of our common stock owned by Messrs. Alexander
and Kreinberg which Comverse has the right to vote. Also includes 647,995
shares of our common stock subject to options that were granted to certain
directors and employees of Comverse, including options for 165,454 shares
which are currently exercisable.
(2) Excludes 1,121,250, 5,625, 85,416, 94,689, 53,563 and 2,500 shares of
Comverse common stock subject to options granted to Messrs. Alexander,
Osborne, Kreinberg, Sorin, Baker and Koren, respectively. These excluded
options are not exercisable within 60 days.
(3) Excludes 490,905 shares of our common stock subject to options issued by us
and 50,000 shares of our common stock subject to options to be issued by us
upon completion of this offering. These excluded options are not
exercisable within 60 days.
(4) Excludes 98,181, 32,727, 32,727 and 16,364 shares of our common stock
subject to options granted by Comverse to Messrs. Kreinberg, Sorin, Baker
and Koren, respectively. These options are not exercisable within 60 days.
(5) Represents currently exercisable options to purchase from Comverse shares
of our common stock.
(6) Includes currently exercisable options granted to Mr. Sorin to purchase
from Comverse 32,727 shares of our common stock.
|
