X0202 3 2006-12-29 0 0000029233 GPS INDUSTRIES, INC. GPSN 0000939512 NORMAN GREGORY JOHN 501 NORTH A1A JUPITER FL 33477 0 0 1 0 0001385828 Bessemer Trust Co.,Trustee of the Gregory John Norman Intangilbe Trust dated 12/02/2004 501 NORTH A1A JUPITER FL 33477 0 0 1 0 Common Stock 13745441 I By 2004 Trust Common Stock 264872 I By 2005 Trust Series B Convertible Preferred Stock 0.61 Common Stock 94112984 I By 2004 Trust Warrant (right to buy) 0.122 2006-02-28 2011-12-28 Common Stock 18901579 I by the 2004 Trust Additional Investment Right 2006-12-19 2007-04-28 Common Stock 61475410 I By the 2004 Trust Warrant (right to buy) 0.15 2004-12-03 2007-12-02 Common Stock 1900000 I By the 2004 Trust Greg Norman is the beneficiary and the principal and sole beneficiary of both the Gregory John Norman Intangible Trust 12/1/2004 (the "2004 Trust") and the Gregory John Norman Intangible Trust 12/1/2005 (the "2005 Trust"). The 2004 Trust owns 100% of the issued and outstanding capital stock of Great White Shark Enterprises, Inc.("Great White"). The 2004 Trust is the record owner of these 13,745,441 shares of Issuer's common stock. The 2005 Trust is the record owner of these 264,872 shares of Issuer's common stock. These securities are directly owned by Great White and are indirectly owned by the 2004 Trust, as the owner of 100% of the capital stock of Great White and by Gregory Norman as the principal and sole beneficiary of the 2004 Trust. Pursuant to that certain Securities Purchase Agreemene dated 12-13-06, by and among Issuer and the purchasers named therein, Great White has the right, until April 28, 2007, to increase its aggregate investment in the shares of Series B Convertible Preferred Stock ("Series B") of the Issuer and warrants to purchse shares of Common Stock of the Issuer by $3 million and to receive one shares of Series B of Issuer and a warrant to purchase 40.983607 shares of Common Stock of Issuer in return for each $10 cash investment made by it. Accordingly, Great White has the right until April 28, 2007 to purcahse up to an addtional 300,000 shares of Series B of Issuer and warrants to purchase up to a total of 12,295,082 shares of Common Stock of Issuer. Each warrant is exercisable at any time until 12-28-11 at an initial exercise price of $.122 per share of Common Stock of Issuer, subject to adjustment in accordance with the terms of the warrants. The number of shares of Common Stock of Issuer into which one share of Series B of Issuer is convertible is determined by dividing the stated value of such share of Series B ($10.00) by the existing conversion price, which, as of the date hereof, is $.061. Assuming full exercise by Great White of its right to purchase up to an additional 300,000 shares of Series B and warrants to purchase up to a total of 12,295,082 shares of Common Stock, Great White has the right to acquire, upon conversion of such shares and the exercise of such warrants, an additional 61,475,410 shares of Common Stock of Issuer. The Additional Investment Right is indirectly owned by the 2004 Trust, as the owner of 100% of the capital stock of Great White and indirectly owned by Greg Norman as the principal and sole beneficiary of the 2004 Trust. The shares of Series B of Issuer are convertible into shares of Common Stock of Issuer at any time. Not applicable Gregory John Norman 2007-01-16 Mark Parthener as Trustee of the Gregory John Norman Intangible Trust 12/1/2004 2007-01-16