CEC ENTERTAINMENT, INC.
SECOND AMENDED AND RESTATED 2004 RESTRICTED STOCK PLAN
The CEC Entertainment, Inc. 2004 Restricted Stock Plan (hereinafter called the “Plan” as amended, from
time to time) was adopted by the Board of Directors of CEC Entertainment, Inc., a Kansas corporation
(hereinafter called the “Company”), on March 29, 2004, became effective in 2004 as of the date the Plan was
approved by the stockholders of the Company, and was amended by the Board of Directors of the Company on
April 17, 2007 and became effective in 2007 as of the date the amendments to the Plan were approved by the
stockholders of the Company. Further amendments to the Plan were approved by the Board of Directors of the
Company on April 15, 2008 and on February 24, 2009, and became effective as of the date the respective
amendments to the Plan were approved by the stockholders of the Company. The amendments to the Plan, as
reflected in this amendment and restatement do not require stockholder approval and, accordingly, became
effective on May 8, 2009, the date such amendments were approved by the Compensation Committee of the
Board of Directors of the Company.
The purpose of the Plan is to attract, retain, and reward the services of the employees of the Company and
its Subsidiaries and to provide such persons with a proprietary interest in the Company through the granting of
restricted stock and rights to receive restricted stock, that will:
For the purpose of the Plan, unless the context requires otherwise, the following terms shall have the
2.1 “Award” means a Restricted Stock Award or a Restricted Stock Unit.
2.2 “Award Agreement” means the written document evidencing the grant of an Award executed by the
Company, including any amendments thereto. Each Award Agreement shall be subject to the terms and
conditions of the Plan and need not be executed by the Participant receiving the Award pursuant