X0306 4 2013-01-29 0 0001251769 LPATH, INC LPTN 0001294939 Petree Daniel H C/O LPATH, INC. 4025 SORRENTO VALLEY ROAD SAN DIEGO CA 92121 1 0 0 0 Restricted Stock Units 2013-01-29 4 A 0 8016 0 A Class A Common Stock 8016 8016 D Each Restricted Stock Unit represents a contingent right to receive one share of Lpath, Inc. Class A Common Stock. The Restricted Stock Units were granted to the Reporting Person pursuant to the Lpath, Inc. Amended and Restated 2005 Equity Incentive Plan. 25% of the Restricted Stock Units will vest on the date 3 months following the vesting commencement date (January 29, 2013) and the remaining shares will vest in 3 equal quarterly installments thereafter. Vested shares will be delivered to the Reporting Person on the fifth anniversary of the date of grant or upon an earlier termination of the reporting person's service to Lpath, disability, death, or sale of Lpath. /s/ Daniel H. Petree 2013-01-31