X0202 4 2006-04-19 0 0001080359 ALLOY INC ALOY 0001106085 JOHNSON JAMES K JR C/O ALLOY, INC. 151 W. 26TH ST., 11TH FLOOR NEW YORK NY 10001 1 1 0 0 President, CFO and COO Common Stock 2006-04-19 4 A 0 96749 0.01 A 365858 D 96,749 shares of restricted stock were issued under the Company's Amended and Restated 1997 Employee, Director and Consultant Stock Option and Stock Incentive Plan, as amended, and are subject to the Company's right of repurchase in certain circumstances outlined in a restricted stock agreement between the grantee and the Company. The Company's right of repurchase with respect to these 96,749 shares of restricted stock lapses with respect to 13,821 shares on February 1, 2007, with respect to an additional 13,821 shares on February 1, 2008, with respect to an additional 13,821 shares on February 1, 2009, with respect to an additional 13,821 shares on February 1, 2010, with respect to an additional 13,821 shares on February 1, 2011, with respect to an additional 13,822 shares on February 1, 2012, and with respect to 13,822 shares on February 1, 2013. /s/ James K. Johnson, Jr. 2006-04-20