Rainmaker Systems, Inc. Reports Inducement Grant Under NASDAQ

Rainmaker Systems, Inc. Reports Inducement Grant Under NASDAQ Listing
Rule 5635(c)(4) 
CAMPBELL, CA -- (Marketwire) -- 12/28/12 --  Rainmaker Systems, Inc.
(NASDAQ: RMKR), a leading global cloud e-Commerce company, today
announced that the Compensation Committee of Rainmaker's Board of
Directors granted an inducement award to Donald J. Massaro in
connection with his entering into employment as Rainmaker's President
and Chief Executive Officer.   
On December 13, 2012, Rainmaker previously announced the hiring of
Mr. Massaro, with his employment beginning on December 11, 2012. Mr.
Massaro's inducement awards, granted under Rainmaker's 2012
Inducement Equity Incentive Plan adopted by Rainmaker's Board of
Directors on December 21, 2012, consist of (1) a grant of 500,000
restricted shares of common stock which will vest 1/16th quarterly
over a four year term, (2) an option to purchase 500,000 shares of
common stock which will vest 1/16th quarterly over a four year term
and (3) a grant of 250,000 restricted shares of common stock which
will vest in a single installment on March 31, 2013. The grant of
250,000 restricted shares vesting on March 31, 2013 was negotiated by
Mr. Massaro as part of his initial compensation, as Mr. Massaro
requested stock compensation in lieu of cash compensation for a
specified period due to his confidence in Rainmaker's potential
future stock price appreciation.  
The Compensation Committee of Rainmaker's Board of Directors granted
the awards on December 27, 2012 as inducements material to Mr.
Massaro entering into employment with Rainmaker in accordance with
NASDAQ Listing Rule 5635(c)(4). 
About Rainmaker 
Rainmaker is an e-Commerce software company that helps multi-national
companies address the B2B market by maximizing sales revenue for
their products and services. The Rainmaker e-Commerce platform can be
enhanced with Rainmaker customer assist agents to maximize revenue
and customer satisfaction through the entire customer life cycle. 
For more information, visit www.rainmakersystems.com or call
800-631-1545.  
NOTE: Rainmaker Systems and the Rainmaker logo are registered with
the U.S. Patent and Trademark Office. All other service marks or
trademarks are the property of their respective owners.  
CONTACT: 
Timothy Burns
Chief Financial Officer 
Rainmaker Systems, Inc. 
(512) 949-6021 
timothy.burns@rmkr.com 
 
 
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