Following is a copy and paste from the Form 5, re Musser: Pay attention to number 3. For some reason, Mrs. Musser became the 'owner' of these options...transfered to her because.......? and now transfered back to Mr. Musser? who knew he had been given those options tht are now vested? Was a Form 5 filed for Mrs. Musser? when these were awarded in 2003?
Explanation of Responses:
1. No shares beneficially owned as of January 30, 2003, date of election as Chairman of the Board.
2. Options vested ratably on a quarterly basis over a period of 12 consecutive quarters, beginning January 18, 2003 (grant date). As of January 18, 2006, all of these options have vested.
3. In January 2003, the company entered into a consulting agreement with the Musser Group, whereby the Musser Group was issued 2,000,000 options to purchase shares of common stock at $1.00. Warren Musser is a principal of the Musser Group, which at the time of the agreement was 95% owned by Hilary Musser, Mr. Musser's wife. As a result of certain legal proceedings between Mr. and Mrs. Musser, Mr. Musser did not have voting or dispositive control of the Telkonet securities held by the Musser Group prior to December 18, 2006. On December 18, 2006, Mrs. Musser transferred her 95% interest in the Musser Group to Mr. Musser, at which time he became the indirect beneficial owner of those securities.
4. Options to purchase Telkonet common stock are held by the Musser Group, LLC, of which Mr. Musser owns 100% of the issued and outstanding membership units.
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