X0306 4 2016-12-20 0 0001477246 S&W Seed Co SANW 0001265078 WICKERSHAM GROVER T 430 CAMBRIDGE AVENUE, SUITE 100 PALO ALTO, CA 94306 1 0 0 0 Restricted Stock Units 2016-12-20 4 A 0 5763 0 A 2017-12-20 Common Stock 5763 5763 D Stock Option (right to buy) 4.75 2016-12-20 4 A 0 5763 0 A 2017-12-20 2026-12-20 Common Stock 5763 5763 D Each restricted stock unit ("RSU") represents the contingent right to receive one share of the Issuer's common stock upon vesting of the RSU. The closing price of the Issuer's common stock on the date of this RSU award was $4.75. The RSUs will vest on December 20, 2017, subject to continued service with the Issuer on the vesting date. Vested shares will be delivered to the reporting person on the settlement date unless the Issuer elects to settle the RSUs in cash or a combination of shares and cash, in the Issuer's sole discretion. The RSUs and options were granted pursuant to the Issuer's Amended and Restated 2009 Equity Incentive Plan. The options will vest and become exercisable on December 20, 2017, subject to continued service with the Issuer on the vesting date. Grover T. Wickersham 2016-12-22