Walter and Susan Moore - Page 13




                                        -13-                                          
          option, petitioner paid an exercise price of $9,467.75 to                   
          purchase (at $2.906 per share) 3,258 shares of CTI common stock             
          with a total fair market value of $75,553.02.  Upon exercise of             
          that option, she also paid $18,801.26 to CTI so CTI could                   
          withhold and pay Federal income, Social Security, and Medicare              
          taxes associated with the exercise.  As to another option,                  
          petitioner paid an exercise price of $95,094.10 to purchase (at             
          $2.969 per share) 32,029 shares of CTI common stock with a total            
          fair market value of $742,752.51.  Upon exercise of that option,            
          she also paid $184,258.82 to CTI so CTI could withhold and pay              
          Federal income, Social Security, and Medicare taxes associated              
          with the exercise.  As to another option, petitioner paid an                
          exercise price of $107,205 to purchase (at $3.063 per share)                
          35,000 shares of CTI common stock with a total fair market value            
          of $811,650.  Upon exercise of that option, she also paid                   
          $200,414.60 to CTI so CTI could withhold and pay Federal income,            
          Social Security, and Medicare taxes associated with the                     
          exercise.3                                                                  
               After exercising her options, petitioner had legal title to,           
          was the beneficial owner of, had the right to receive dividends             
          on, and had the right to vote her purchased stock.  At no time              


               3 In full, petitioner paid $316,382.85 to purchase 106,287             
          shares with a total fair market value of $2,464,795.53.                     
          Petitioner also paid CTI $616,487.21 with respect to the                    
          withholding taxes.                                                          





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