0001193125-13-444697 Sample Contracts

AMERICAN SUPERCONDUCTOR CORPORATION Common Stock (par value $0.01 per share) At Market Issuance Sales Agreement
At Market Issuance Sales Agreement • November 18th, 2013 • American Superconductor Corp /De/ • Motors & generators • New York

American Superconductor Corporation, a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”), with MLV & Co. LLC (“MLV”), as follows:

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WARRANT AGREEMENT To Purchase Shares of Common Stock of AMERICAN SUPERCONDUCTOR CORPORATION Dated as of November 15, 2013 (the “Effective Date”)
Warrant Agreement • November 18th, 2013 • American Superconductor Corp /De/ • Motors & generators • California

WHEREAS, AMERICAN SUPERCONDUCTOR CORPORATION, a Delaware corporation, has entered into a First Amendment to Loan and Security Agreement of even date herewith, amending the Loan and Security Agreement, dated as of June 5, 2012, (together, the “Loan Agreement”) with Hercules Technology Growth Capital, Inc., a Maryland corporation (the “Warrantholder”);

FIRST AMENDMENT TO WARRANT AGREEMENT
Warrant Agreement • November 18th, 2013 • American Superconductor Corp /De/ • Motors & generators

THIS FIRST AMENDMENT TO WARRANT AGREEMENT (this “Amendment”) is entered into as of November 15, 2013, by and between HERCULES TECHNOLOGY GROWTH CAPITAL, INC. (“Warrantholder”) and AMERICAN SUPERCONDUCTOR CORPORATION (“Company”).

FIRST AMENDMENT TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • November 18th, 2013 • American Superconductor Corp /De/ • Motors & generators

This First Amendment to Loan and Security Agreement (this “Amendment”) is entered into as of November 15, 2013 (the “First Amendment Date”), by and between AMERICAN SUPERCONDUCTOR CORPORATION, ASC DEVENS LLC, and SUPERCONDUCTIVITY, INC. (collectively, “Borrower”), and HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation (“Lender”).

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