0001095981-11-000003 Sample Contracts

CYTORI THERAPEUTICS, INC. RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • March 4th, 2011 • Cytori Therapeutics, Inc. • Surgical & medical instruments & apparatus • California

Cytori Therapeutics, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Award (the “Grant Notice”) to which this Restricted Stock Agreement (the “Agreement”) is attached, an Award (the “Award”) consisting of certain shares of Stock (the “Shares”) subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant and shall in all respects be subject to the terms conditions of the Cytori Therapeutics, Inc. 2004 Equity Incentive Plan (the “Plan”), as amended to the Grant Date, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the Shares (the “Plan Prospectus”), (b) accepts the Award subject

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