X0306 4 2017-06-02 0000896493 DIGITAL POWER CORP DPW 0001685812 Philou Ventures, LLC P.O. BOX 3587 TUSTIN CA 92781 1 Common Stock 2725860 D Series B Convertible Preferred Stock 0.70 2017-06-02 4 J 0 25000 10 A Common Stock 1428571 100000 D The shares of Series B Convertible Preferred Stock (the "Shares") are convertible upon the earlier to occur of (i) 60 months from March 24, 2017, or (ii) upon the filing by the Issuer of one or more periodic reports that, singly or collectively, evidence(s) that the Issuer's gross revenues have reached no less than $10,000,000 in the aggregate, on a consolidated reporting basis, over four consecutive quarters in accordance with U.S. GAAP. There is no expiration date applicable to the conversion of the Shares. /s/ Kristine L. Ault, Manager 2017-06-05