Security Ownership of Certain Beneficial Owners

 

The following table sets forth certain information as of April 7, 2011 regarding the beneficial ownership of our common stock, for:

 

       

 

 

each person (or group of affiliated persons) who, insofar as we have been able to ascertain, beneficially owned more than 5% of the outstanding shares of our common stock;

  

 

each director;

  

 

each named executive; and

  

 

all directors and executive officers as a group.

We relied on information received from each stockholder as to beneficial ownership, including information contained on Schedules 13D and 13G and Forms 3, 4 and 5.  As of April 7, 2011 there were 89,776,359 shares of common stock outstanding. As of that date, there were options to purchase 704,000 shares of common stock and warrants to purchase 5,972,815 shares of common stock.


               

Name and Address of

Beneficial Owner (1)

  

Amount and Nature of

Beneficial Ownership (2)

 

 

Percent of

Class

 

10% Stockholders:

  

 

 

 

 

 

None

 

 

 

 

 

Directors:

  

 

 

 

 

 

Douglas Polinsky

  

102,000

 

 

 *   

 

J. Gregory Smith

  

0

 

 

   

 

Denis Yevstifeyev

  

0

 

 

  

 

David Mansueto

  

1,143,857

 

 

1.3

 %

 

 

 

Executive Officers:

  

 

 

 

 

 

Christopher Spencer, Chief Executive Officer

  

3,049,934

 

 

3.4

 %

John L. Busshaus, Chief Financial Officer

  

337,500

 (3)

 

*

 

All directors and executive officers as a group (7 persons)

  

4,633,291

 

 

5.2

 %

*

Less than 1%

 (1)

The address of each director and officer is c/o Wizzard Software Corporation, 5001 Baum Blvd.  Suite 770, Pittsburgh, Pennsylvania 15213.

 (2)

The persons named in this table have sole voting and investment power with respect to all shares of common stock reflected as beneficially owned by them. A person is deemed to be the beneficial owner of securities that can be acquired by such person within sixty (60) days from April 1, 2011, and the total outstanding shares used to calculate each beneficial owner’s percentage includes such shares, although such shares are not taken into account in the calculations of the total number of shares or percentage of outstanding shares. Beneficial ownership as reported does not include shares subject to option or conversion that are not exercisable within 60 days of April 1, 2011.

  (3)

Includes 337,500 stock options that are vested or will vest within 60 days of April 1, 2011.