Common use of Election to Convert Clause in Contracts

Election to Convert. To: Intevac, Inc. The undersigned owner of this Note hereby irrevocably exercises the option to convert this Note, or the portion below designated, into Common Stock of Intevac, Inc. in accordance with the terms of the Indenture referred to in this Note, and directs that the shares issuable and deliverable upon conversion, together with any check in payment for fractional shares, be issued in the name of and delivered to the undersigned, unless a different name has been indicated in the assignment below. If shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes payable with respect thereto. The undersigned agrees to be bound by the terms of the Registration Agreement relating to the Common Stock issuable upon conversion of the Notes. Date: In whole or Portion of Note to be converted ($1,000 or any integral multiple thereof): $ Your Signature: (Sign exactly as your name appears on the other side of this Note) Please print or typewrite name and address, including zip code, and Social Security or other identifying number Signature Guarantee:* * Signature must be guaranteed by a commercial bank, trust company or member firm of the New York Stock Exchange.