X0202 4 2005-05-18 0000790705 TEKELEC TKLC 0001214764 NATINCO S A 5, BOULEVARD DE LA FOIRE L-1528 LUXEMBOURG N4 LUXEMBOURG 0 0 1 0 0001310115 Stirling Trustees Limited, as Trustee of The Natinec Trust under The Natinec Settlement Trust Deed dated January 9, 2003 P.O. BOX 801 28-30 THE PARADE ST HELIER, JERSEY CHANNEL ISL JE4 0SZ 0 0 1 0 Common Stock 2005-05-18 4 X 0 76961 11.70 D 9106192 D Common Stock 2005-05-20 4 X 0 77912 11.62 D 9028280 D Common Stock 2005-05-23 4 X 0 75544 12.04 D 8952736 D Contract to Sell (Prepaid Variable Forward Contract) 2005-05-18 4 X 0 110000 0 D 2005-05-18 2005-05-18 Common Stock 110000 0 D Contract to Sell (Prepaid Variable Forward Contract) 2005-05-20 4 X 0 110000 0 D 2005-05-20 2005-05-20 Common Stock 110000 0 D Contract to Sell (Prepaid Variable Forward Contract) 2005-05-23 4 X 0 110000 0 D 2005-05-23 2005-05-23 Common Stock 110000 0 D On May 18, 2005, Natinco, S.A. ("Natinco") settled its obligation to deliver shares of Tekelec Common Stock under a prepaid forward sale contract entered into with an unaffiliated third party buyer (the "Buyer") on May 7, 2003 pursuant to a Rule 10b5-1 trading plan adopted by Natinco. Pursuant to the contract, on or about May 12, 2003, Natinco received a cash payment in the total amount of $900,643.71. In exchange for the cash payment, Natinco pledged and agreed to deliver to the Buyer on May 18, 2005 up to 110,000 shares of Tekelec Common Stock. The number of shares to be delivered by Natinco to the Buyer at settlement depended upon the price of Tekelec Common Stock on May 18, 2005 (the "Settlement Price") as follows: (i) if the Settlement Price were less than or equal to $8.8575 per share, then Natinco would be required to deliver all 110,000 shares to the Buyer; (ii) if the Settlement Price were greater than $8.8575 but less than $15.5007 per share, then Natinco would be required to deliver a number of shares equal to the product of 110,000 times $8.8575, divided by the Settlement Price; and (iii) if the Settlement Price were greater than $15.5007, then Natinco would be required to deliver a number of shares equal to 110,000 multiplied by a fraction, the numerator of which would be the sum of $8.8575 plus the difference between the Settlement Price and $15.5007, and the denominator of which would be the Settlement Price. In lieu of the delivery of shares, Natinco also had the option to settle the contract by the delivery of cash. The Settlement Price upon settlement of the contact on May 18, 2005 was $12.66. Accordingly, Natinco transferred 76,961 shares and retained and was not required to deliver 33,039 shares. These securities were or are owned (i) directly by Natinco and (ii) indirectly by Stirling Trustees Limited, as trustee of the Natinec Trust under The Natinec Settlement Trust Deed dated January 9, 2003 (the "Natinec Trust"). The Natinec Trust owns substantially all of the equity interest in Natinco. On May 20, 2005, Natinco, S.A. ("Natinco") settled its obligation to deliver shares of Tekelec Common Stock under a prepaid forward sale contract entered into with an unaffiliated third party buyer (the "Buyer") on May 7, 2003 pursuant to a Rule 10b5-1 trading plan adopted by Natinco. Pursuant to the contract, on or about May 14, 2003, Natinco received a cash payment in the total amount of $905,288.51. In exchange for the cash payment, Natinco pledged and agreed to deliver to the Buyer on May 20, 2005 up to 110,000 shares of Tekelec Common Stock. The number of shares to be delivered by Natinco to the Buyer at settlement depended upon the price of Tekelec Common Stock on May 20, 2005 (the "Settlement Price") as follows: (i) if the Settlement Price were less than or equal to $8.9032 per share, then Natinco would be required to deliver all 110,000 shares to the Buyer; (ii) if the Settlement Price were greater than $8.9032 but less than $15.5806 per share, then Natinco would be required to deliver a number of shares equal to the product of 110,000 times $8.9032, divided by the Settlement Price; and (iii) if the Settlement Price were greater than $15.5806, then Natinco would be required to deliver a number of shares equal to 110,000 multiplied by a fraction, the numerator of which would be the sum of $8.9032 plus the difference between the Settlement Price and $15.5806, and the denominator of which would be the Settlement Price. In lieu of the delivery of shares, Natinco also had the option to settle the contract by the delivery of cash. The Settlement Price upon settlement of the contact on May 20, 2005 was $12.57. Accordingly, Natinco transferred 77,912 shares and retained and was not required to deliver 32,088 shares. On May 23, 2005, Natinco, S.A. ("Natinco") settled its obligation to deliver shares of Tekelec Common Stock under a prepaid forward sale contract entered into with an unaffiliated third party buyer (the "Buyer") on May 7, 2003 pursuant to a Rule 10b5-1 trading plan adopted by Natinco. Pursuant to the contract, on or about May 15, 2003, Natinco received a cash payment in the total amount of $909,193.07. In exchange for the cash payment, Natinco pledged and agreed to deliver to the Buyer on May 23, 2005 up to 110,000 shares of Tekelec Common Stock. The number of shares to be delivered by Natinco to the Buyer at settlement depended upon the price of Tekelec Common Stock on May 23, 2005 (the "Settlement Price") as follows: (i) if the Settlement Price were less than or equal to $8.9416 per share, then Natinco would be required to deliver all 110,000 shares to the Buyer; (ii) if the Settlement Price were greater than $8.9416 but less than $15.6478 per share, then Natinco would be required to deliver a number of shares equal to the product of 110,000 times $8.9416, divided by the Settlement Price; and (iii) if the Settlement Price were greater than $15.6478, then Natinco would be required to deliver a number of shares equal to 110,000 multiplied by a fraction, the numerator of which would be the sum of $8.9416 plus the difference between the Settlement Price and $15.6478, and the denominator of which would be the Settlement Price. In lieu of the delivery of shares, Natinco also had the option to settle the contract by the delivery of cash. The Settlement Price upon settlement of the contact on May 23, 2005 was $13.02. Accordingly, Natinco transferred 75,544 shares and retained and was not required to deliver 34,456 shares. Pierre Lentz, as a Director of Natinco, S.A. 2005-05-25 John Seil, as a Director of Natinco, S.A. 2005-05-25 Paul W. Elliott, as Director of Stirling Trustees Limited, Trustee of the Natinec Trust under The Natinec Settlement Trust Deed dated January 9, 2003 2005-05-25