X0202 4 2008-05-27 0 0001322705 Spansion Inc. SPSN 0001195562 DELFASSY GILLES 915 DEGUIGNE DR. P.O. BOX 3453 SUNNYVALE CA 94088-3453 1 0 0 0 Restricted Stock Unit 2008-05-27 4 A 0 10000 0 A Class A Common Stock 10000 10000 D Non-Qualified Stock Option (right to buy) 2008-05-27 4 A 0 10000 0 A 2015-05-27 Class A Common Stock 10000 10000 D Each restricted stock unit represents a contingent right to receive one share of Spansion Inc. Class A Common Stock. There is no exercise price or expiration date. The restricted stock units were granted on May 27, 2008 and vest over a four-year period according to the following schedule: One-fourth of the shares shall vest on the one year anniversary of the grant date, and the remaining shares shall vest in equal installments quarterly over the next three years, until 100% vested on May 27, 2012. Vested shares will be delivered to the reporting person on each vesting date. The exercise price for the Non-Qualified Stock Option is $2.78 per share. Options were granted on May 27, 2008 and vest over a four-year period according to the following schedule: One-fourth of the shares subject to the option shall vest on on the one year anniversary of the grant date, and the remaining shares subject to the option shall vest in equal installments quarterly over the next three years, until 100% vested on May 27, 2012. /s/ Dario Sacomani, Attorney-in-Fact 2008-05-30