MANNATECH INC — Director's Dealing 2010

Aug 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANNATECH INC (MTEX)
CIK: 0001056358
Period of Report: 2010-08-13

Reporting Person: FREDRICK J STANLEY (Director, 10% Owner)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-08-13	Right to Purchase Common Stock	$15.13	D	12000	Disposed	2012-06-13	Common Stock, Par Value $0.0001 per share (12000)	Direct
2010-08-13	Right to Purchase Common Stock	$6.03	D	3300	Disposed	2018-06-18	Common Stock, Par Value $0.0001 per share (3300)	Direct
2010-08-16	Right to Purchase Common Stock	$2.71	A	3922	Acquired	2015-08-15	Common Stock, Par Value $0.0001 per share (3922)	Direct

Footnotes

F1: Options Vest 1/3 immediately, 1/3 on every year thereafter for 2 years.

F2: On August 16, 2010, the issuer canceled, pursuant to the issuer's option exchange program, an option for 12,000 shares of Mannatech common stock granted to the reporting person on June 14, 2007. In exchange, the reporting person received a replacement option, for 1,789 shares, having an exercise price of $2.71 a share.

F3: 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 $2.71 a share.

F4: The option vests in three equal annual installments beginning August 16, 2011.