ALTISOURCE PORTFOLIO SOLUTIONS S.A. — Director's Dealing 2010

Jul 13, 2010

SEC Form 5/A — Form 5/A

Issuer: Altisource Portfolio Solutions S.A. (ASPS)
CIK: 0001462418
Period of Report: 2009-12-31

Reporting Person: ERBEY WILLIAM C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-08-10	COMMON STOCK	J	4110396	—	Acquired	4110396	Indirect
2009-08-10	COMMON STOCK	J	1803234	—	Acquired	1803234	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-08-10	Employee Stock Options (Right to Buy)	$4.8755	J	52677	Acquired	2011-01-31	Common stock (52677)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$8.8293	J	13169	Acquired	2011-01-31	Common Stock (13169)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$6.9071	J	28295	Acquired	2012-01-31	Common Stock (28295)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$8.352	J	18864	Acquired	2012-01-31	Common Stock (18864)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$2.2312	J	11292	Acquired	2013-01-31	Common Stock (11292)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$3.3528	J	16938	Acquired	2013-01-31	Common Stock (16938)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$7.3736	J	4246	Acquired	2014-01-31	Common Stock (4246)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$12.8024	J	16981	Acquired	2014-01-31	Common Stock (16981)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$9.5929	J	15958	Acquired	2015-01-31	Common Stock (15958)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$11.5019	J	23269	Acquired	2016-01-31	Common Stock (23269)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$14.1746	J	34274	Acquired	2017-05-10	Common Stock (34274)	Indirect
2009-08-10	Employee Stock Options (Right to Buy)	$9.5452	J	800000	Acquired	2018-07-14	Common Stock (800000)	Indirect

Footnotes

F1: The shares of common stock and stock options were granted to the reporting person in connection with the separation and spin-off of Altisource Portfolio Solutions ("ASPS") from Ocwen Financial Corporation ("OCN"). In connection with the separation and spin-off, an aggregate of 5,913,630 shares of ASPS common stock and options to purchase an aggregate of 1,047,480 shares of ASPS common stock were granted to the reporting person.

F2: The Form 5 filed on February 16, 2010 for Mr. Erbey reported an incorrect number of shares indirectly owned by FF Plaza Limited Partnership and failed to report the shares owned by Erbey Holding Corporation. Mr. Erbey indirectly owned an aggregate 4,110,396 through FF Plaza Limited Partnership and 1,803,234 through Erbey Holding Corporation

F3: 18,615 were vested at the separation and the remaining 4,654 vested on 1/31/2010.

F4: 20,564 were vested at the time of the separation, 6,855 vested on 12/31/09 and 6,855 vest on 12/31/2010

F5: The vesting schedule has a time-based component, in which 25% of the options vest in equal increments over four years, and a performance-based component, in which up to 75% of the options could vest in equal increments, with 25% vesting immediately upon the achievement of certain performance criteria related to ASPS' stock price and its annualized rate of return and the remaining 75% vesting over the next three years. Two-thirds of the performance-based options commence vesting if the stock price realizes a compounded annual gain of at least 20% over the exercise price, if the stock price is at least double the exercise price. The remaining third of such options commence vesting if the stock price realizes a 25% compounded annual gain, if it is at least triple the exercise price. Of the total time-based component options, 50,000 options were vested at the time of the separation. The remaining options vest in equal annual increments on July 14, 2010 through 2012.