0000826675-13-000006 Sample Contracts

DYNEX CAPITAL, INC. FORM OF RESTRICTED STOCK AGREEMENT FOR NON-EMPLOYEE DIRECTORS
Restricted Stock Agreement • March 8th, 2013 • Dynex Capital Inc • Real estate investment trusts • Virginia

THIS AGREEMENT, dated this <<grant date>> is entered into by and between DYNEX CAPITAL, INC. (the “Company”), and <<name>> (“Participant”). Capitalized terms used in this Agreement shall have the meanings assigned to such terms in the Dynex Capital, Inc. 2009 Stock and Incentive Plan (the “Plan”).