0001437749-13-008407 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • July 3rd, 2013 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • California

This Securities Purchase Agreement (this “Agreement”) is dated as of June 27, 2013, by and between Giga-tronics Incorporated, a corporation organized in the State of California (the “Company”), and the purchaser identified on the signature page hereto (including its successors and assigns, the “Purchaser”).

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AMENDMENT No. 1 RIGHTS AGREEMENT
1 Rights Agreement • July 3rd, 2013 • Giga Tronics Inc • Instruments for meas & testing of electricity & elec signals • California

This Amendment No. 1 to Rights Agreement (the “Amendment”) is made and entered into as of June 27, 2013 by and between GIGA-TRONICS INCORPORATED, a California corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, a New York corporation (the “Rights Agent”), and amends the Rights Agreement by between the Company and Rights Agent dated as of January 23, 2013 (the “Rights Agreement”).

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