0001193125-14-190140 Sample Contracts

SurModics, Inc. Restricted Stock Unit Award Agreement (Non-Employee Director)
Restricted Stock Unit Award Agreement • May 8th, 2014 • Surmodics Inc • Surgical & medical instruments & apparatus • Minnesota

SurModics, Inc. (the “Company”), pursuant to Section 8 of its 2009 Equity Incentive Plan (the “Plan”), hereby grants an award of Restricted Stock Units to you, the Participant named below. The terms and conditions of this restricted stock unit Award are set forth in this Restricted Stock Unit Award Agreement (the “Agreement”), consisting of this cover page and the Terms and Conditions on the following pages, and in the Plan document which has been provided to you. To the extent any capitalized term used in this Agreement is not defined, it shall have the meaning assigned to it in the Plan as it currently exists or as it is amended in the future.

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OMNIBUS AMENDMENT TO CERTAIN EQUITY AGREEMENTS WITH NON-EMPLOYEE DIRECTORS
Equity Award Amendment • May 8th, 2014 • Surmodics Inc • Surgical & medical instruments & apparatus

This OMNIBUS AMENDMENT (the “Amendment”) is between SurModics, Inc., a Minnesota corporation (the “Company”), and *[Participant Name] (the “Participant”) amends certain equity award agreements previously entered into between the Company and Participant under the terms of the Company’s 2009 Equity Incentive Plan (the “Plan”). All capitalized terms in this Amendment, to the extent not otherwise defined herein, shall have the meanings assigned to them in the Plan.

SURMODICS, INC. NON-STATUTORY STOCK OPTION AGREEMENT* (Non-Employee Director)
Non-Statutory Stock Option Agreement • May 8th, 2014 • Surmodics Inc • Surgical & medical instruments & apparatus • Minnesota

This is a Non-Statutory Stock Option Agreement (this “Agreement”), effective as of the Grant Date specified in the table above, between SurModics, Inc., a Minnesota corporation (the “Company”), and the Participant identified in the table above.

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