X0303 4 2009-05-21 0 0000906282 MTM Technologies, Inc. MTMC 0001437638 FirstMark Capital, L.L.C. 1221 SIXTH AVENUE NEW YORK NY 10020 0 0 0 1 See Footnote 1 Series A-1 Preferred Stock 29.304 2009-05-21 4 J 0 112299 0 A 2009-05-21 Common Stock 8239 3886674 I Investment Advisor Series A-2 Preferred Stock 36.228 2009-05-21 4 J 0 68984 0 A 2009-05-21 Common Stock 5236 2387527 I Investment Advisor Series A-3 Preferred Stock 41.997 2009-05-21 4 J 0 66331 0 A 2009-05-21 Common Stock 5133 2295700 I Investment Advisor Series A-4 Preferred Stock 41.997 2009-05-21 4 J 0 175933 0 A 2009-05-21 Common Stock 13614 6089016 I Investment Advisor Series A-5 Preferred Stock 41.997 2009-05-21 4 J 0 90210 0 A 2009-05-21 Common Stock 6981 3122151 I Investment Advisor Series A-6 Preferred Stock 21.599 2009-05-21 4 J 0 66227 0 A 2009-05-21 Common Stock 4553 2292131 I Investment Advisor Series A-7 Preferred Stock 17.655 2009-05-21 4 J 0 121993 0 A 2009-05-21 Common Stock 8284 4222150 I Investment Advisor Series A-8 Preferred Stock 17.655 2009-05-21 4 J 0 23924 0 A 2009-05-21 Common Stock 6379 828037 I Investment Advisor FirstMark Capital, L.L.C., a Delaware limited liability company ("FirstMark") is an investment advisor acting on behalf of its clients' accounts. FirstMark disclaims any obligation to file this report, and this report shall not be deemed an admission that FirstMark is subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), with respect to the Issuer of such securities. FirstMark disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that FirstMark is, for the purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of such securities. The record holders of the Series A-1 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $241,442.85 in respect of the Series A-1 Preferred Stock (which Series A-1 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-1 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-1 Preferred Stock, valued at the Series A-1 Preferred Stock purchase price of $2.15 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-1 Preferred Stock in the form of additional shares of Series A-1 Preferred Stock, resulting in an aggregate dividend to FirstMark of 112,299 shares of Series A-1 Preferred Stock. The record holders of the Series A-2 Preferred Stock benefically owned by FirstMark were entitled to aggregate dividends of $189,706.00 in respect of the Series A-2 Preferred Stock (which Series A-2 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-2 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-2 Preferred Stock, valued at the Series A-2 Preferred Stock purchase price of $2.75 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-2 Preferred Stock in the form of additional shares of Series A-2 Preferred Stock, resulting in an aggregate dividend to FirstMark of 68,984 shares of Series A-2 Preferred Stock. The record holders of the Series A-3 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $215,575.50 in respect of the Series A-3 Preferred Stock (which Series A-3 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-3 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-3 Preferred Stock, valued at the Series A-3 Preferred Stock purchase price of $3.25 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-3 Preferred Stock in the form of additional shares of Series A-3 Preferred Stock, resulting in an aggregate dividend to FirstMark of 66,331 shares of Series A-3 Preferred Stock. The record holders of the Series A-4 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $571,782.25 in respect of the Series A-4 Preferred Stock (which Series A-4 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-4 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-4 Preferred Stock, valued at the Series A-4 Preferred Stock purchase price of $3.25 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-4 Preferred Stock in the form of additional shares of Series A-4 Preferred Stock, resulting in an aggregate dividend to FirstMark of 175,933 shares of Series A-4 Preferred Stock. The record holders of the Series A-5 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $293,182.50 in respect of the Series A-5 Preferred Stock (which Series A-5 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-5 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-5 Preferred Stock, valued at the Series A-5 Preferred Stock purchase price of $3.25 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-5 Preferred Stock in the form of additional shares of Series A-5 Preferred Stock, resulting in an aggregate dividend to FirstMark of 90,210 shares of Series A-5 Preferred Stock. The record holders of the Series A-6 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $98,347.10 in respect of the Series A-6 Preferred Stock (which Series A-6 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-6 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-6 Preferred Stock, valued at the Series A-6 Preferred Stock purchase price of $1.485 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-6 Preferred Stock in the form of additional shares of Series A-6 Preferred Stock, resulting in an aggregate dividend to FirstMark of 66,227 shares of Series A-6 Preferred Stock. The record holders of the Series A-7 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $146,269,61 in respect of the Series A-7 Preferred Stock (which Series A-7 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-7 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-7 Preferred Stock, valued at the Series A-7 Preferred Stock purchase price of $1.199 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-7 Preferred Stock in the form of additional shares of Series A-7 Preferred Stock, resulting in an aggregate dividend to FirstMark of 121,993 shares of Series A-7 Preferred Stock. The record holders of the Series A-8 Preferred Stock beneficially owned by FirstMark were entitled to aggregate dividends of $112,634.19 in respect of the Series A-8 Preferred Stock (which Series A-8 Preferred Stock was previously reported by FirstMark). During the period commencing on May 21, 2006 and terminating on November 21, 2009 dividends on the Series A-8 Preferred Stock are payable semi-annually at the option of the Issuer in cash, property or shares of Series A-8 Preferred Stock, valued at the Series A-8 Preferred Stock purchase price of $4.708 per share. The Issuer elected on May 21, 2009 to declare dividends payable to the holders of the Series A-8 Preferred Stock in the form of additional shares of Series A-8 Preferred Stock, resulting in an aggregate dividend to FirstMark of 23,924 shares of Series A-8 Preferred Stock. /s/ Brian Kempner, Chief Operating Officer & General Counsel 2009-05-26