| Koss Family Voting Trust; (iii) 248,600 shares as a result of his position as co-trustee of the John C. and Nancy Koss Revocable Trust; and (iv) 3,318 shares by reason of the allocation of those shares to his account under the Koss Employee Stock Ownership Trust (“KESOT”) and his ability to vote such shares pursuant to the terms of the KESOT — see “Executive Compensation and Related Matters — Other Compensation Arrangements — Employee Stock Ownership Plan and Trust.” |
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(5) | Includes the following shares which are deemed to be “beneficially owned” by Michael J. Koss: (i) 1,076,760 shares owned directly or by reason of family relationships; (ii) 147,392 shares by reason of the allocation of those shares to his account under the KESOT and his ability to vote such shares; (iii) 222,068 shares as a result of his position as an officer of the Koss Foundation; (iv) 170,000 shares with respect to which he holds options which are exercisable within 60 days of December 1, 2009; and (v) 678,516 shares which are held by the KESOT (see Note (9), below). The 147,392 shares allocated to Michael J. Koss’ KESOT account, over which he holds voting power, are included within the aforementioned 678,516 shares but are counted only once in his individual total. |
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(6) | Includes the following shares which are deemed to be “beneficially owned” by John Koss, Jr.: (i) 495,284 shares owned directly or by reason of family relationships; (ii) 95,000 shares with respect to which he holds options which are exercisable within 60 days of December 1, 2009; and (iii) 106,990 shares by reason of the allocation of those shares to his account under the KESOT and his ability to vote such shares. |
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(7) | Includes the following shares which are deemed to be “beneficially owned” by Sujata Sachdeva: (i) 54,000 shares with respect to which she holds options which are exercisable within 60 days of December 1, 2009; and (ii) 17,570 shares by reason of the allocation of those shares to her account under the KESOT and her ability to vote such shares. |
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(8) | Includes the following shares which are deemed to be “beneficially owned” by Declan Hanley: (i) 120,000 with respect to which he holds options which are exercisable within 60 days of December 1, 2009. |
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(9) | Includes the following shares which are deemed to be “beneficially owned” by Lenore E. Lillie: (i) 20,088 shares owned directly; (ii) 63,308 shares with respect to which she holds options which are exercisable within 60 days of December 1, 2009; and (iii) 34,572 shares by reason of the allocation of those shares to her account under the KESOT and her ability to vote such shares. |
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(10) | Includes the following shares which are deemed to be “beneficially owned” by Cheryl Mike: (i) 56,000 shares with respect to which she holds options which are exercisable within 60 days of December 1, 2009; and (ii) 24,988 shares by reason of the allocation of those shares to her account under the KESOT and her ability to vote such shares. |
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(11) | This group includes 11 people, all of whom are listed on the accompanying table. To avoid double-counting: (i) the 678,516 total shares held by the KESOT and deemed to be beneficially owned by Michael J. Koss as a result of his position as a KESOT Trustee (see Note (5), above) include shares allocated to the KESOT accounts of John C. Koss, Michael J. Koss, John Koss, Jr., Ms. Sachdeva, Ms. Lillie, and Ms. Mike, in the above table but are included only once in the total; and (ii) the 2,433,570 shares deemed to be beneficially owned by John C. Koss as a result of his position as trustee of the Koss Family Voting Trust (see Note (4), above) are included in his individual total share ownership and are included only once in the total. |
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(12) | The Koss Family Voting Trust was established by John C. Koss. The sole trustee is John C. Koss. The term of the Koss Family Voting Trust is indefinite. Under the Trust Agreement, John C. Koss, as trustee, |