SHANNAHAN MICHAEL J 4

4 · CRITICAL PATH INC · Filed Jul 14, 2006

Form 4

Period: 2006-06-28

Director

Transactions

Disposition to Issuer
Director Stock Option (Right-to-buy)
2006-06-28−15,000→ 0 total
Exercise: $1.23Exp: 2015-01-30→ Common Stock (15,000 underlying)
Award
Director Stock Option (Right-to-buy)
2006-06-29+75,000→ 75,000 total
Exercise: $0.20Exp: 2013-06-28→ Common Stock (75,000 underlying)
Award
Director Stock Option (Right-to-buy)
2006-06-29+15,000→ 15,000 total
Exercise: $0.20Exp: 2013-06-28→ Common Stock (15,000 underlying)
Disposition to Issuer
Director Stock Option (Right-to-buy)
2006-06-28−75,000→ 0 total
Exercise: $1.81Exp: 2014-05-25→ Common Stock (75,000 underlying)

Footnotes (5)

[F1]These options were exercisable at various dates in accordance with the option grants made under issuer's 1998 Stock Option Plan. On December 27, 2005, the Company accelerated the vesting of all outstanding options; therefore, options granted prior to that date were fully vested.
[F2]On June 28, 2006 the reporting person agreed to cancellation of this option grant in exchange for a new option with a lower exercise price.
[F3]This option was granted in exchange for the options that were canceled as described in the above footnotes. This option will retain the same vesting schedule as the original grant which is monthly over four years from the original grant date of 5/26/2004. This option will become fully vested in the event of a change of control of the Company.
[F4]This option was granted in exchange for the options that were canceled as described in the above footnotes. This option will retain the same vesting schedule as the original grant which is monthly over three years from the original grant date of 1/31/2005. This option will become fully vested in the event of a change of control of the Company.
[F5]This option was granted in exchange for the options that were canceled as described in the above footnotes. This option will retain the same vesting schedule as the original grant which is monthly over three years from the original grant date of 4/25/2006. This option will become fully vested in the event of a change of control of the Company.

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