X0305 4 2012-05-12 0 0001313918 CIFC Corp. DFR 0001426775 Puleo Frank C C/O CIFC CORP. 250 PARK AVENUE NEW YORK NY 10177 1 0 0 0 Common Stock 2012-05-12 5 M 0 E 2411 0.00 A 9385 D Performance Shares 2012-05-12 5 M 0 E 2411 0.00 D 2012-05-12 2014-05-12 Common Stock 2411 4824 D A Performance Share is a restricted stock unit granted pursuant to the Issuer's First Amended and Restated Stock Incentive Plan (the "Plan") that entitles the holder to receive one share of Common Stock or a cash payment or a combination thereof in exchange for one Performance Share upon a specified date, is subject to acceleration upon a change of control of the Issuer, and to certain adjustments, as specified in the Restricted Stock Unit Award Agreement. The Performance Shares are awarded to the Reporting Person by the Issuer as the stock-based portion of his fee for service as a Director, pursuant to a Restricted Stock Unit Award Agreement dated May 12, 2011 between the Issuer and the Reporting Person, which was approved by the Board of Directors. The Performance Shares are fully vested and settle on the first three anniversaries of the award date, each with respect to one-third of the Performance Shares awarded. /s/ Frank C. Puleo 2012-06-06