Sec Form 4 Filing - WIER PATRICIA A @ MANNATECH INC - 2010-08-13

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
WIER PATRICIA A
2. Issuer Name and Ticker or Trading Symbol
MANNATECH INC [ MTEX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
600 S ROYAL LN #200
3. Date of Earliest Transaction (MM/DD/YY)
08/13/2010
(Street)
COPPELL, TX75019
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Right to Purchase Common Stock $ 20.64 08/13/2010 D 2,000 ( 1 ) 04/06/2015 Common Stock, Par Value $0.0001 per share 2,000 $ 0 ( 5 ) 126,209 D
Right to Purchase Common Stock $ 17.05 08/13/2010 D 2,141 ( 1 ) 07/14/2015 Common Stock, Par Value $0.0001 per share 2,141 $ 0 ( 6 ) 124,068 D
Right to Purchase Common Stock $ 15.6 08/13/2010 D 8,000 ( 2 ) 02/19/2017 Common Stock, Par Value $0.0001 per share 8,000 $ 0 ( 7 ) 116,068 D
Right to Purchase Common Stock $ 15.13 08/13/2010 D 8,000 ( 2 ) 06/13/2017 Common Stock, Par Value $0.0001 per share 8,000 $ 0 ( 8 ) 108,068 D
Right to Purchase Common Stock $ 7.45 08/13/2010 D 25,000 ( 3 ) 11/05/2013 Common Stock, Par Value $0.0001 per share 25,000 $ 0 ( 9 ) 83,068 D
Right to Purchase Common Stock $ 6.03 08/13/2010 D 3,300 ( 2 ) 06/18/2018 Common Stock, Par Value $0.0001 per share 3,300 $ 0 ( 10 ) 79,768 D
Right to Purchase Common Stock $ 2.5 08/13/2010 D 10,000 ( 4 ) 11/19/2018 Common Stock, Par Value $0.0001 per share 10,000 $ 0 ( 11 ) 69,768 D
Right to Purchase Common Stock $ 2.46 08/16/2010 A 29,627 ( 12 ) 08/15/2020 Common Stock, Par Value $0.0001 per share 29,627 $ 0 99,395 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WIER PATRICIA A
600 S ROYAL LN #200
COPPELL, TX75019
X
Signatures
/s/ Stephen D. Fenstermacher, Co-CEO and CFO, by Power of Attorney 08/17/2010
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The option provided for immediate vesting on July 15, 2005.
( 2 )Options Vest 1/3 immediately, 1/3 on every year thereafter for 2 years.
( 3 )The option provided for vesting in three equal annual installments beginning November 6, 2004.
( 4 )The option provided for vesting in three equal annual installments beginning November 20, 2009.
( 5 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 2,000 shares of Mannatech common stock granted to the reporting person on April 7, 2005. In exchange, the reporting person received a replacement option, for 500 shares, having an exercise price of $2.46 a share.
( 6 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 2,141 shares of Mannatech common stock granted to the reporting person on July 15, 2005. In exchange, the reporting person received a replacement option, for 640 shares, having an exercise price of $2.46 a share.
( 7 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 8,000 shares of Mannatech common stock granted to the reporting person on February 20, 2007. In exchange, the reporting person received a replacement option, for 2,585 shares, having an exercise price of $2.46 a share.
( 8 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 8,000 shares of Mannatech common stock granted to the reporting person on June 14, 2007. In exchange, the reporting person received a replacement option, for 2,649 shares, having an exercise price of $2.46 a share.
( 9 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 25,000 shares of Mannatech common stock granted to the reporting person on November 6, 2003. In exchange, the reporting person received a replacement option, for 11,160 shares, having an exercise price of $2.46 a share.
( 10 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 3,300 shares of Mannatech common stock granted to the reporting person on June 19, 2008. In exchange, the reporting person received a replacement option, for 2,133 shares, having an exercise price of $2.46 a share.
( 11 )On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 10,000 shares of Mannatech common stock granted to the reporting person on November 20, 2008. In exchange, the reporting person received a replacement option, for 9,960 shares, having an exercise price of $2.46 a share.
( 12 )The option vests in three equal annual installments beginning August 16, 2011.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.