X0202 4 2004-10-29 0 0001041803 PRICESMART INC PSMT 0001241721 MCGRORY JACK 7979 IVANHOE AVENUE SUITE 520 LA JOLLA CA 92037 1 0 0 0 Common Stock 619046 I As director of San Diego Revitalization Corp. Common Stock 2004-10-29 4 P 0 3164726 8 A 6427503 I As co-manager of The Price Group LLC Common Stock 2004-10-29 4 P 0 2597200 8 A 6427503 I As co-manager of The Price Group LLC Common Stock 2004-10-29 4 J 0 500000 10 A 6427503 I As co-manager of The Price Group LLC 8% Series A Cumulative Convertible Redeemable Pref. Stock 37.5 Common Stock 14666 550 I As director of San Diego Revitalization Corp. 8% Series B Cumulative Convertible Redeemable Pref. Stock 20 2004-10-29 4 J 0 5000 D Common Stock 500000 0 I As co-manager of The Price Group LLC Common Stock Option 35.63 2010-11-07 Common Stock 3000 3000 D Common Stock Option 32.13 2011-01-24 Common Stock 1000 1000 D Common Stock Option 35 2008-01-17 Common Stock 1000 1000 D Common Stock Option 18.29 2009-01-22 Common Stock 1000 1000 D Common Stock Option 6.24 2010-01-08 Common Stock 1000 1000 D The reporting person disclaims beneficial ownership of these securities. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest (if any) therein. The 8% Series A Cumulative Convertible Redeemable Preferred Stock automatically converts to Common Stock on January 17, 2012 and may be redeemed by PriceSmart for cash at any time on or after January 17, 2007. The 8% Series B Cumulative Convertible Redeemable Preferred Stock automatically converts to Common Stock on July 9, 2013 and may be redeemed by PriceSmart for cash at any time on or after July 9, 2008. These options vest 25% annually beginning on the first anniversary (11/07/2001) of the date of grant (11/07/2000). These options vest 25% annually beginning on the first anniversary (01/24/2002) of the date of grant (01/24/2001). These options vest 25% annually beginning on the first anniversary (01/17/2003) of the date of grant (01/17/2002). These options vest 25% annually beginning on the first anniversary (01/22/2004) of the date of grant (01/22/2003). These options vest 20% annually beginning on the first anniversary (01/08/2005) of the date of grant (01/08/2004). On October 29, 2004, all of the Series B Preferred Stock was exchanged for Common Stock (the "Series B Exchange"). For purposes of the Series B Exchange, such Common Stock was valued at $10 per share. This number represents the number of shares of Common Stock into which the Series B Preferred Stock were actually exchanged pursuant to the Series B Exchange instead of the number of shares into which the Series B Preferred Stock could have been converted pursuant to its terms. This total reflects the aggregate Common Stock held by The Price Group LLC after giving effect to the Bridge Loan Conversion, the Obligations Conversion and the Series B Exchange. Acquired from PriceSmart in a private placement funded by the conversion of a $25 million bridge loan, plus accrued and unpaid interest, owed by PriceSmart to The Price Group LLC (the "Bridge Loan Conversion"). Acquired from PriceSmart as a repayment of $20 million in current obligations, plus accrued and unpaid interest thereon, owed by PriceSmart to The Price Group LLC (the "Obligations Conversion"). /s/ Jack McGrory 2004-11-01