X0202 4 2006-09-01 0 0000901696 MTI TECHNOLOGY CORP MTIC 0001254539 GANIO NICK C/O MTI TECHNOLOGY CORPORATION 17595 CARTWRIGHT ROAD IRVINE CA 92614 0 1 0 0 EVP, Worldwide Sales & Mrktg Common Stock (Restricted Shares) 2006-09-01 4 A 0 350000 0.01 A 350000 D Non-qualified stock options (right to purchase) 1.02 2006-09-01 4 A 0 150000 0.00 A 2016-09-01 Common Stock 150000 150000 D Shares of restricted stock awarded under the MTI 2001 Stock Incentive Plan. Vesting Commencement Date: September 1, 2006. Vesting schedule: One-third (1/3) of the Shares shall vest twelve (12) months after the Vesting Commencement Date. One-twenty-fourth (1/24th) of the remaining unvested Shares shall vest at the end of the 13th month and each month thereafter, such that the Shares will be one hundred percent (100%) vested after thirty-six (36) months of Continuous Services from Vesting Commencement Date. All unvested shares shall be forfeited upon termination of employment. Grant Date: September 1, 2006. Vesting Schedule: 36-month (3 year) Vesting with 6-month Cliff and Monthly Thereafter: Six-thirty-sixths (6/36th) of the shares subject to the Option shall vest six (6) months after the Grant Date. One-thirtieth (1/30th) of the remaining unvested shares subject to the Option shall vest at the end of the 7th month and each month thereafter, such that the Option will be one hundred percent (100%) vested after thirty-six (36) months of Continuous Services from the Grant Date. All unvested shares shall be forfeited upon termination of employment. NICK V. GANIO 2006-09-07