X0303 4 2009-05-14 0001038223 CLARIENT, INC CLRT 0001199270 LAMONT ANN H C/O OAK INVESTMENT PARTNERS ONE GORHAM ISLAND WESTPORT CT 06880 1 0 1 0 0001365607 OAK INVESTMENT PARTNERS XII L P ONE GORHAM ISLAND WESTPORT CT 06880 0 0 1 0 Series A Convertible Preferred Stock 1.90 2009-05-14 4 P 0 1429957 7.60 A Common Stock 5719828 21052632 I See Note Oak Investment Partners XII, Limited Partnership ("Oak XII, L.P.") entered into a stock purchase agreement with the Issuer dated as of March 25, 2009 (the "Stock Purchase Agreement"), in connection with the private placement of the Issuer's shares of Series A Convertible Preferred Stock. Under the terms of the Stock Purchase Agreement, Oak XII was to purchase an aggregate of 5,263,158 shares of Series A Convertible Preferred Stock at $7.60 per share in two or more tranches. On March 26, 2009, Oak XII, L.P. purchased 3,833,201 shares of Series A Convertible Preferred Stock in the first tranche. On May 14, 2009, Oak XII, L.P. purchased an additional 1,429,957 shares of Series A Convertible Preferred Stock in a second tranche. Each share of Series A Convertible Preferred Stock is convertible into Common Stock at a rate of 4:1, subject to adjustment. The Series A Preferred Stock is immediately convertible. The conversion feature continues indefinitely. 1,429,957 shares of Series A Preferred Stock, initially convertible into 5,719,828 shares of Common Stock at a rate of 4:1, subject to adjustment. Represents shares directly owned by Oak Investment Partners XII, Limited Partnership. Ann H. Lamont is a director of Clarient, Inc. In addition, Ms. Lamont is a Managing Member of Oak Associates XII, LLC, the General Partner of Oak Investment Partners XII, Limited Partnership. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such Reporting Person, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of any such securities for purposes of Section 16 or for any other purpose. Ann H. Lamont 2009-05-15 Ann H. Lamont, Managing Member of Oak Associates XII, L.L.C., the General Partner of Oak Investment Partners XII, Limited Partnership 2009-05-15