Heelys Inc.

Mr. Hessong has served as our Interim Chief Executive Officer since February 11, 2009. He served as our Chief Financial Officer from December 2000 to May 2008, and as our Vice President—Finance, Treasurer, and Secretary from May 2006 to May 2008. On May 13, 2008, Mr. Hessong resigned his position as our Chief Financial Officer, Vice President—Finance, Treasurer and Secretary. Mr. Hessong served as the Vice President-Finance of Marketing Continuum, a promotional marketing company, from May 1998 to December 2000. He also served as Vice President—Finance of Firstcom Music, a licensor of production music, from August 1997 to May 1998, and was the Controller and Director of Operations for Jokari/US, Inc., a consumer product company from May 1993 to August 1997. Mr. Hessong is a licensed certified public accountant in the State of Texas and received a Bachelor of Science in accounting from Oklahoma State University.

Mr. Peliotes has served as our Vice President Marketing since October 2006. Mr. Peliotes has over 17 years of experience with consumer products companies. From August 2002 through September 2006, Mr. Peliotes served as a Business Unit Manager for Easton-Bell Sports, a sports products company. From July 2000 through July 2002, Mr. Peliotes served as a Director of Brand Marketing for Diageo, a liquor manufacturer, and from August 1989 through June 2000, Mr. Peliotes served in various marketing and product manager positions at Kimberly-Clark Corporation, a worldwide consumer products company. Mr. Peliotes has a Bachelor of Arts from Lakeland College and a Masters of Business Administration from the University of Nevada, Las Vegas.

Mr. O'Neil has served as our Vice President—International since July 2007. Mr. O'Neil joined us from Dunham Bootmakers, a division of New Balance AS Inc., where he served as International Business Manager since 2005. In that role, Mr. O'Neil established business operations in Eastern Europe, Israel, Japan and Australia/New Zealand. From 1999 to 2004, Mr. O'Neil held the position of Regional General Manager at New Balance where he managed 3 subsidiaries and 18 distributors throughout Europe, the Middle East and Africa. Mr. O'Neil also spent 14 years at Converse, Inc., now a division of Nike, Inc. and served in various senior capacities including Regional Director for the United Kingdom and emerging markets and Director, International Marketing & Operations. Mr. O'Neil received a Bachelor of Science degree in mechanical engineering from Tuft University and a Master of Business Administration from American International College.

Mr. Byrne has served as our Vice President Design and Development since October 2006. Mr. Byrne has almost 20 years experience in product design and development. Before joining us, Mr. Byrne worked from August 1998 through May 2005 as a product designer and developer at Skechers USA, Inc., an international footwear company. From December 1993 through August 1998, Mr. Byrne served as Vice President at Edge Quest, a research and development footwear company, and from May 1989 through December 1993, he was in product design and development at L.A. Gear, an athletic footwear company. Mr. Byrne received a Bachelor of Arts in Art Communication from Roanoke College.

Mr. Albers has served as our Vice President—Sourcing since December 2006. Mr. Albers has over 24 years of experience in sourcing, manufacturing, and technologies development in the footwear industry. Before joining us, Mr. Albers was Director of Development at Pony International from June 2004 to December 2006 and Director of Development for Nautica Footwear from 2002 through 2006. From May 2001 through July 2002, Mr. Albers served as West Coast Sales Manager for Polymer Dynamics, Inc. From June 1999 through May 2001, Mr. Albers served as Senior Development Manager of Soft Goods Accessories at Specialized Bicycle Components. Mr. Albers has a Bachelor of Science in Health and Physical Education from George Mason University.

Mr. Martin has served as one of our directors and Chairman of the Board since August 21, 2007. Mr. Martin is President and Chief Executive Officer of Capital Southwest Corporation. Mr. Martin, who has been associated with Capital Southwest or its subsidiaries since 1972, has served on its board since 1988 and was named President and CEO in July 2007 and Chairman in July 2008. Previously, he was CEO of The Whitmore Manufacturing Company of Rockwall, Texas, a producer of industrial lubricants and a key portfolio company of Capital Southwest. Mr. Martin is a director of Capital Southwest Corporation and serves on the board of several of Capital Southwest Corporation's portfolio companies including Alamo Group, Inc., a manufacturer, distributor and servicer of equipment for right-of-way maintenance and agriculture, (NYSE: ALG) where he serves on the compensation committee. He earned a Bachelor of Business in finance and accounting from the University of Oklahoma, is a Certified Public Accountant and is a graduate of Harvard Business School's Advanced Management Program. Capital Southwest Venture Corporation, which is a wholly owned subsidiary of Capital Southwest Corporation, beneficially owns more than 5% of our outstanding common stock.

Jeff joined Capital Southwest in 2001 and has served as Vice President since 2005 and as Secretary, Chief Compliance Officer and Valuation Manager since 2007. Previously, he was employed in the investment banking departments of UBS Warburg and Scott & Stringfellow, Inc. and in the corporate lending division of Bank One Corporation. He serves on the Board of Governors of the National Association of Small Business Investment Companies (NASBIC) and is a Past President of the Southern Regional Association of Small Business Investment Companies (SORASBIC). He also serves on the Education Committee of the Venture Capital Institute and the Steering Committee of the Dallas-Fort Worth Private Equity Forum. Mr. Peterson received a Master of Business Administration with distinction from the Johnson Graduate School of Management at Cornell University and a Bachelor of Business Administration from the University of Texas at Austin.

Mr. Edwards has served as one of our directors since March 12, 2008. Mr. Edwards has over 25 years of experience managing high performing apparel and information technology operations. Mr. Edwards is CEO and Managing Director of Great Circle Ventures Holdings, LLC (GCVH) which is a private investment company formed by Mr. Edwards to acquire and operate Tail Activewear, Inc., which is a leading Women's golf and tennis apparel company that distributes through pro shops and specialty retailers. Since 2005, Mr. Edwards has been Managing Director of Great Circle Ventures, LLC which is a private investment firm and leading investor in GCVH. From 1998 until 2006, Mr. Edwards served as the Chief Executive Officer, President and acting Chairman of the Board of Pearl Izumi, a leading brand of hi-tech, performance apparel and footwear for cycling, running, fitness and other active outdoor sports. From 1996 until 1998, Mr. Edwards served as Chief Operating Officer and President of Rodeer Systems, Inc., a transcription services business. Prior to that Mr. Edwards served as an executive of Lee Apparel Company, a division of VF Corporation, and Sales Technologies, Inc., a provider of field sales automation software and services, and in various capacities at Blue Bell, Inc., an apparel company. Mr. Edwards is a director and member of the compensation committee of ChartLogic, Inc. Mr. Edwards received a Bachelor of Science from East Carolina University, completed the USAF Meteorology Officer Program at Texas A&M University and received a Master of Science in Systems Management from the University of Southern California.

Ralph T. Parks, age 62, has been a Director since June 2002. Mr. Parks was named the current interim CEO of Heelys, Inc., a global distributor of action youth footwear, in February 2008. Prior to Heelys, he worked at FOOTACTION USA from 1987 to 1999, when he retired as President and Chief Executive Officer. Mr. Parks served two terms as Chairman of the National Sporting Goods Association Board of Directors and was inducted into the Sporting Goods Industry Hall of Fame in May 2000. Mr. Parks also serves on the Board of Directors of Kirkland’s and is a member of its Audit Committee and serves on the Board of Directors of Heelys.

Mr. Middlekauff has served as one of our directors since our inception in 2000. From June 1977 until January 2008, Mr. Middlekauff owned a Ford car dealership in Plano, Texas. Mr. Middlekauff received a Bachelor of Science in business administration from Oregon State University and a Master of Business Administration from Cal-State Long Beach. Mr. Middlekauff is the first cousin of Roger R. Adams, one of our Directors.

Mr. Adams is the inventor of HEELYS-wheeled footwear. Mr. Adams has been one of our directors since he founded our company in 2000, and served as our President and Secretary until May 2006, and as our Director of Research and Development from May 2006 through December 2007. Before inventing HEELYS-wheeled footwear and founding our company, Mr. Adams served as a crisis associate, mental health counselor, mental health supervisor and regional coordinator for the State of Oregon from 1990 to 1995. Mr. Adams has extensive industry experience and has been involved in the skate industry for over 40 years, including operating his family's skate centers and working in his family's skate distribution company and skate-related manufacturing company. Mr. Adams received a Bachelor of Arts degree in psychology and a graduate degree in clinical counseling and independent studies from Pacific Lutheran University. Mr. Adams is the first cousin of Richard E. Middlekauff, one of our directors.

Will joined Capital Southwest in 2006. Previously, Will served as a U.S. Air Force officer for eleven years in varied positions including chief pilot of an airlift group, director of worldwide logistics operations and chief of aircraft development contracts. He has also served as a consultant for Investor Group Services, where he analyzed potential investments in mid market companies by assessing technology, market position and performance for private equity firms. He has an MBA from Harvard Business School and a BS in engineering sciences from the U.S. Air Force Academy.