X0202 4 2008-04-01 1 0000798736 MANATRON INC (MANA) 0001200393 SYLVESTER PAUL R 510 E MILHAM AVENUE PORTAGE MI 49002 1 1 0 0 Co-Chairman & CEO Common Stock 2008-04-01 4 D 0 69499 D 0 D Common Stock 2008-04-01 4 D 0 6392 D 0 I 401(k) Plan Trust Stock Option (Right to Buy) 9.11 2008-04-01 4 D 0 50000 D 2017-10-10 Common Stock 50000 0 D Stock Option (Right to Buy) 6.75 2008-04-01 4 D 0 60000 D 2010-06-01 Common Stock 60000 0 D Disposed of pursuant to an Agreement and Plan of Merger, dated as of January 14, 2008, by and among Manatron Intermediate Holdings, Inc., Manatron Merger Sub, Inc. and the Issuer (the "Merger Agreement"). The restricted stock was accelerated and became fully vested immediately prior to the completion of the merger pursuant to the Merger Agreement, and any repurchase option lapsed, after which each such share was converted into the right to receive $12.00 in cash, without interest. This option was canceled in the merger pursuant to the Merger Agreement in exchange for the right to receive a cash payment, without interest, less applicable withholding taxes, in an amount equal to the product of (i) the total number of shares of the Issuer's common stock subject to the option, multiplied by (ii) the excess of $12.00 over the exercise price per share of the Issuer's common stock underlying this option. /s/ Stephen C. Waterbury, by Power of Attorney 2008-04-02