0001025953-15-000018 Sample Contracts

NOVATION COMPANIES, INC. AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENT TO NON-EMPLOYEE DIRECTOR
Restricted Stock Award Agreement • April 30th, 2015 • Novation Companies, Inc. • Real estate agents & managers (for others) • Maryland

This Amended and Restated Restricted Stock Award Agreement (the “Agreement”) is by and between Novation Companies, Inc., a Maryland corporation (formerly known as NovaStar Financial, Inc., the “Corporation”), and Art N. Burtscher (“Director”), and is effective as of March 2, 2015. This Agreement amends and restates that certain Restricted Stock Award Agreement between the Corporation and Director dated as of August 9, 2011 (the “Existing Award”).

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SECOND AMENDED AND RESTATED EMPLOYEE NON-QUALIFIED STOCK OPTION AGREEMENT
Employee Non-Qualified Stock Option Agreement • April 30th, 2015 • Novation Companies, Inc. • Real estate agents & managers (for others) • Missouri

THIS SECOND AMENDED AND RESTATED EMPLOYEE NON-QUALIFIED STOCK OPTION AGREEMENT (“Agreement”), dated as of March 2, 2015, hereby amends and restates in its entirety the Amended and Restated Employee Non-Qualified Stock Option Agreement dated May 7, 2013 (the “Existing Option Agreement”) by and between Novation Companies, Inc. (f/k/a NovaStar Financial, Inc.), a Maryland corporation (the “Company”) and Matthew Lautz (the “Optionee”).

AMENDED AND RESTATED EMPLOYEE NON-QUALIFIED STOCK OPTION AGREEMENT
Employee Non-Qualified Stock Option Agreement • April 30th, 2015 • Novation Companies, Inc. • Real estate agents & managers (for others) • Missouri

THIS AMENDED AND RESTATED EMPLOYEE NON-QUALIFIED STOCK OPTION AGREEMENT, dated as of March 2, 2015, hereby amends and restates in its entirety the Employee Non-Qualified Stock Option Agreement dated June 20, 2014 (the “Existing Option Agreement”) by and between Novation Companies, Inc., a Maryland corporation (formerly known as NovaStar Financial, Inc., the “Company”) and Matthew Lautz (the “Optionee”).

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