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| Delaware                                                       |   | 13-3419202                           |
|----------------------------------------------------------------|--------|--------------------------------------|
| (State or other jurisdiction of incorporation or organization) |   | (I.R.S. Employer Identification No.) |

| Large accelerated filer  ̈                                           |   | Accelerated filer  ̈    |
|--------------------------------------------------------------------------|--------|-----------------------------|
| Non-accelerated filer  ̈ (Do not check if smaller reporting company) |   | Smaller Reporting Company x |

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|                                                                                                    | Page   |
|---------------------------------------------------------------------------------------------------------|--------|
|                                                                                                    |   |
| EXPLANATORY NOTE                                                                                        | i      |
| PART III                                                                                                | 1      |
| ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE                                         | 1      |
| ITEM 11. EXECUTIVE COMPENSATION                                                                         | 3      |
| ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 5      |
| ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE                      | 9      |
| ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES                                                         | 10     |
| PART IV                                                                                                 | 10     |
| ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES                                                     | 10     |
| SIGNATURES                                                                                              | 11     |
| EXHIBIT INDEX                                                                                           | 12     |

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| Name                     | Age | Position                                        |
|--------------------------|-----|-------------------------------------------------|
| Brian E. Stewart         | 40  | Director, President and Chief Executive Officer |
| David C. Dreyer          | 54  | Chief Financial Officer and Secretary           |
| John P. Francis          | 46  | Director                                        |
| Louis Glazer, M.D. Ph.G. | 80  | Director                                        |
| Lynne Silverstein        | 41  | Director                                        |
| Wenchen Lin              | 57  | Director                                        |

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| Name andprincipal position              |  Year    |   | Salary($) |    |   | Bonus($) |   |    | WarrantAndStock option Awards($)(2) |   |   | Non-equityIncentivePlanCompensation($) |   |   | Non-qualifieddeferredcompensationearnings ($) |    |   | All othercompensation($)(3) |   |    | Total  |   |
|---------------------------------------------------|---------------|--------|-----------|---------|--------|----------|--------|---------|------------------------------------------|--------|--------|----------------------------------------|--------|--------|----------------------------------------------------|---------|--------|----------------------------------|--------|---------|--------|--------|
| Brian E. Stewart                                  | 2011          |   | $         | 200,000 |   |     |   | — |                                     |   | $      | 7,560                                  |   |   |                                               | — |   |                             |   | — |   |   | $ | 21,778 |   |   | $ | 229,338 |   |
| President, Chief ExecutiveOfficer and director(1) | 2010          |   | $         | 161,016 |   |     |   | — |                                     |   | $      | 1,162,500                              |   |   |                                               | — |   |                             |   | — |   |   | $ | 12,427 |   |   | $ | 1,335,943 |   |
|                                              |     |   |      |    |   |     |   |    |                                     |   |   |                                   |   |   |                                               |    |   |                             |   |    |   |   |   |   |   |   |   |   |   |
| David Dreyer                                      | 2011          |   | $         | 200,000 |   |     |   | — |                                     |   |   | —                                |   |   |                                               | — |   |                             |   | — |   |   | $ | 19,569 |   |   | $ | 219,569 |   |
| Chief Financial Officer,Treasurer and Secretary   | 2010          |   | $         | 37,179  |   |     |   | — |                                     |   | $      | 249,975                                |   |   |                                               | — |   |                             |   | — |   |   |   | — |   |   | $ | 287,154 |   |

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| Warrant and Option Awards                        |   |           |
|-----------------------------------------------------------------|--------|----------------|
|                                                            |   | Number of |   |   | Number of |   |   |   |   |   |
|                                                            |   | Securities     |   |   | Securities |   |   | Option or |   |   |
|                                                            |   | Underlying     |   |   | Underlying |   |   | Warrant |   |   |
|                                                            |   | Unexercised    |   |   | Unexercised |   |   | Weighted |   |   |
|                                                            |   | Options or     |   |   | Options or |   |   | Average |   |   |
|                                                            |   | Warrants       |   |   | Warrants |   |   | Exercise |   | Option or Warrant |
| Name                                                            |   | Exercisable    |   |   | Unexercisable |   |   | price |   | expiration date |
|                                                            |   |           |   |   |   |   |   |   |   |   |
| Brian E. Stewart (1)                                            |   |           | 1,107,143 |   |   |   | 892,857 |   |   | $ |       0.80 |   | 11/15/2020 |
| Director, President andChief Executive Officer                  |   |           | 198,560 |   |   |   | -  |   |   | $ |           1.09 |   | 07/31/2013 |
|                                                            |   |           |   |   |   |   |   |   |   |   |   |   |   |
| David Dreyer (2)Chief Financial Officer,Treasurer and Secretary |   |           | 180,903 |   |   |   | 269,097 |   |   | $ |       0.75 |   | 10/22/2020 |

| (1) | Mr. Stewart received a stock option grant for a total of 2,000,000 shares of our common stock, 500,000 of which vested as of the date of the grant and 250,000 of which vested and became exercisable on December 22, 2010. The unvested options vest at a rate of approximately 29,762 shares monthly, with 100% of the option becoming exercisable on November 15, 2014. The 198,560 shares relate to warrants to purchase shares of our common stock. |
|-----|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (2) | Mr. Dreyer received a stock option grant for 450,000 shares of our common stock, of which 100,000 vested on April 22, 2011.  The unvested options vest at a rate of approximately 8,333 shares monthly, with 100% of the option becoming exercisable on October 22, 2014. |
|-----|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

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| Name                  |   |   |    |
|-----------------------|--------|--------|---------|
| John P. Francis       |   |   | — |   |
| Louis Glazer, MD, PhG |   |   | 180,000 |   |
| Herbert Langsam (1)   |   |   | 34,500  |   |
| Wenchen Lin           |   |   | — |   |

| Shares Beneficially Owned (b)                                                                                                             |   |                       |      |   |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|----------------------------|-----------|--------|
|                                                                                                                                                     |   | Common Stock          |      |   | Series APreferred Stock |   |
| Name and Address of Beneficial Owner (a)                                                                                        |   | Numberof Shares  |      |   | %  |   |   | Numberof Shares  |   |   | % |   |
| Kinderhook Partners, LP2 Executive DrSuite 585Fort Lee, NJ 07024                                                                                         |   |                       | 6,313,793 | (c)    |   |   | 19 | % |   |   | — |   |   |   | * |   |
| Francis Capital Management, LLC2400 Broadway, Suite 220Santa Monica, CA 90404                                                                                 |   |                       | 3,207,040 | (d)    |   |   | 9 | % |   |   | — |   |   |   | * |   |
| Compass Global Management, Ltd.c/o M&C Corporate Services limitedP.O. Box 309 GT, Ugland HouseSouth Church Street, GeorgetownGrand Cayman, Cayman Islands |   |                       | 2,600,000 | (e)    |   |   | 7 | % |   |   | — |   |   |   | * |   |
| Cardinal Health, Inc.7000 Cardinal PlaceDublin, OH 43017                                                                                                      |   |                       | 1,875,000 | (f)    |   |   | 5 | % |   |   | — |   |   |   | * |   |
| Catalysis Partners, LLC2400 Broadway, Suite 220Santa Monica, CA 90404                                                                                         |   |                       | 1,718,968 | (d)    |   |   | 5 | % |   |   | — |   |   |   | * |   |
| Radisson Trading CompanyRM 1502-4, Righteous Centre585 Nathan Road, Mongkok,Kowloon, Hong Kong                                                                |   |                       | 3,029,333 | (g)    |   |   | 9 | % |   |   | — |   |   |   | * |   |
| Catalysis Offshore, Ltd.2400 Broadway, Suite 220Santa Monica, CA 90404                                                                                        |   |                       | 1,335,432 | (d)    |   |   | 4 | % |   |   | — |   |   |   | * |   |
| Melanie Glazer801 Ocean Ave., #403Santa Monica, CA 90403                                                                                                      |   |                       | 753,184   | (i)    |   |   | 2 | % |   |   | 10,750 |   |   |   | 98 | % |
| Brian Stewart                                                                                                                                                 |   |                       | 2,184,513 | (j)    |   |   | 6 | % |   |   | — |   |   |   | * |   |
| John P. Francis                                                                                                                                               |   |                       | 3,207,040 | (k)    |   |   | 9 | % |   |   | — |   |   |   | * |   |
| Louis Glazer, MD                                                                                                                                              |   |                       | 753,184   | (l)    |   |   | 2 | % |   |   | 10,750 |   |   |   | 98 | % |
| Lynne Silverstein                                                                                                                                             |   |                       | 91,330    |   |   |   | * |   |   |   | — |   |   |   | * |   |
| Wenchen Lin                                                                                                                                                   |   |                       | 1,100,000 | (m)    |   |   | 3 | % |   |   | — |   |   |   | * |   |
| David Dreyer                                                                                                                                                  |   |                       | 413,329   | (n)    |   |   | * |   |   |   | — |   |   |   |   |   |
| All named directors and executive officers as a group (6 persons total)                                                                                       |   |                       | 7,749,396 |   |   |   | 22 | % |   |   | 10,750 |   |   |   | 98 | % |

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| (a) The address of each person named in the table, unless otherwise indicated, is Patient Safety Technologies, Inc., 2 Venture Plaza, Suite 350 Irvine CA, 92618.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| (b) To our knowledge, the persons named in the table have sole voting and investment power with respect to all shares of our common stock and/or preferred stock shown as beneficially owned by them, subject to community property laws where applicable (or other beneficial ownership shared with a spouse) and the information contained in this table and these notes. The Series A Stock votes on all matters submitted to our stockholders for a vote, voting together with the holders of our common stock as a single class, with each share of Series A Stock entitled to one vote per share. Except in special circumstances and where mandated by law, our Series B Convertible Preferred Stock (the "Series B Stock") is non-voting. Beneficial ownership has been determined in accordance with SEC rules, which generally attribute beneficial ownership of securities to each person who possesses, either solely or shared with others, the power to vote or dispose of those securities. SEC rules also treat as beneficially owned all shares that a person would receive upon exercise or conversion of stock options, warrants or other securities or rights held by that person that are immediately exercisable or convertible, or exercisable or convertible within 60 days of the determination date, which in our case is March 31, 2012. Such shares are deemed to be outstanding for the purpose of computing the number of shares beneficially owned and the percentage ownership of the person holding such options, warrants securities or other rights, but these shares are not treated as outstanding for the purpose of computing the percentage ownership of any other person. On March 31, 2012, there were 34,023,255 shares of our common stock issued and outstanding and 10,950 shares of our Series A Stock issued and outstanding. Subject to the terms and conditions of our Series B Stock and to customary adjustments to the conversion rate, each share of our Series B Stock is convertible into 133 shares of our common stock so long as the number of shares of our common stock "beneficially owned" (as defined in Rule 13d-3(d)(i) under the Securities Exchange Act of 1934, as amended) by the holder, its affiliates and any persons acting as a group with such holder or its affiliates, following such conversion, does not exceed 4.9% of our outstanding common stock (after giving effect to such conversion) (the "Beneficial Ownership Limitation"). Holders of our Series B Stock may, upon not less than 61 days' prior notice, increase or decrease the Beneficial Ownership Limitation provided that such Beneficial Ownership Limitation in no event exceeds 9.9% of the shares of common stock outstanding immediately after giving effect to such conversion. Therefore, under SEC rules, a holder who only owns Series B Stock would generally not be deemed a 5% holder because such shares cannot be converted within 60 days of the determination date. Accordingly, such a holder would not be disclosed on this table as a 5% holder. However, for holders of Series B Stock for whom disclosure is required on this table for reasons other than 5% ownership of Series B Stock (i.e., directors and executive officers), the shares underlying the Series B Stock they hold, if any, up to the 4.9% Beneficial Ownership Limit, would be included in the ownership information in this table, unless such limit would preclude any conversion of such Series B Stock. |

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| (c) Information is based on a Schedule 13G filed on February 14, 2012 and a Form 4 filed on February 22, 2012 by Kinderhook Capital Management, LLC ("Kinderhook"), who serves as the investment advisor to Kinderhook Partners, L.P.  Kinderhook GP, LLC serves as the general partner to Kinderhook Partners, L.P., and Messrs. Tushar Shah  and Stephen J. Clearman serve as the general partner's managing members.  Each of these persons is known by Kinderhook to have the right to receive the power to direct the receipt of dividends from, or the proceeds from the sale of the shares of, common stock reported.  Kinderhook disclaims beneficial ownership of the shares reported except to the extent of its pecuniary interest therein, if any. |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (d) Information is based on a Schedule 13D filed on April 16, 2010. For Francis Capital Management, includes shares of common stock beneficially owned by Catalysis Partners, LLC ("Catalysis") and Catalysis Offshore, Ltd. Francis Capital Management, LLC acts as the investment manager for Catalysis and Catalysis Offshore, Ltd. and may be deemed to beneficially own such securities. Mr. Francis has voting and investment control over securities held by Francis Capital Management, LLC, but disclaims beneficial ownership of such securities. Excludes 10,353 shares of our Series B Stock owned by Catalysis. See footnote (b).                                                                                                                                                         |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (e) Information is based on a Schedule 13D filed on April 16, 2010. Includes warrants to acquire 1,000,000 shares of our common stock at an exercise price of $1.40 per share, which expire August 1, 2013.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (f) Includes warrants to purchase 1,250,000 shares of the our common stock at an exercise price of $2.00 per share and warrants to purchase 625,000 shares of our common stock at an exercise price of $4.00 per share. The warrants expire November 19, 2014.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (g) Information is based on a Schedule 13D filed on April 16, 2010.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (h) Information is based on a Schedule 13D filed on April 16, 2010.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (i) Common stock includes (i) 226,991 shares of common stock held in various trusts for the benefit of Mrs. Glazer, (ii) 339,593 shares of common stock held in the Glazer Family Partnership, over which Mrs. Glazer shares control with her husband, Dr. Glazer, (iii) 6,600 shares held by Dr. Glazer, (iv) options to purchase 180,000 shares of our common stock held by Dr. Glazer. Series A Stock includes (i) 1,500 shares of Series A Stock held in various trusts for the benefit of Mrs. Glazer, (ii) 6,650 shares of Series A Stock held in the Glazer Family Partnership over which Mrs. Glazer shares control with her husband, Dr. Glazer and (iii) 2,600 shares of Series A Stock held by both Dr. Glazer and Mrs. Glazer.                                                             |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (j) Includes (i) 730,000 shares of our common stock, (ii) warrants to acquire 48,000 shares of our common stock at an exercise price of $0.75 per share, which expire May 20, 2013, (ii) warrants to acquire 100,000 shares of our common stock at an exercise price of $1.40 per share, which expire August 1, 2013, (iii) warrants to acquire 50,560 shares of our common stock at an exercise price of $0.75 per share and (iv) options to purchase 1,255,953 shares of our common stock.                                                                                                                                                                                                                                                                                                           |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (k) Information is based on a Schedule 13D filed on April 16, 2010. Represents securities beneficially owned by Francis Capital Management, LLC. Mr. Francis has voting and investment control over securities held by Francis Capital Management, LLC. Mr. Francis disclaims beneficial ownership of such securities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (l) Common stock includes (i) 198,971 shares of common stock held in various trusts for the benefit of Melanie Glazer, Dr. Glazer's spouse, (ii) 28,020 shares held by Mrs. Glazer, (iii) 339,593 shares of common stock held in the Glazer Family Partnership, over which Dr. Glazer shares control with his spouse and (iv) options to purchase 180,000 shares of our common stock held by Dr. Glazer. Series A Stock includes (i) shares of Series A Stock held in various trusts for the benefit of Mrs. Glazer, (ii) shares of Series A Stock held in the Glazer Family Partnership over which Dr. Glazer shares control with his spouse and (iii) 2,600 shares of Series A Stock held by both Dr. Glazer and Mrs. Glazer.                                                                        |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (m) Includes 1,100,00 shares of common stock held by A Plus International Inc., which information is based on a Schedule 13D filed on April 16, 2010, but excludes 10,353 shares of our Series B Stock owned by A Plus (see footnote (b)). Mr. Lin may be deemed the beneficial owner of the shares held by A Plus by virtue of his ownership and control of A Plus.                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (n) Includes (i) 205,000 shares of our common stock and (ii) options to purchase 208,329 shares of our common stock.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (o) Includes 5,960,554 shares of common stock, options to purchase 1,682,377 shares of our common stock, and warrants to purchase 198,560 shares of our common stock. Does not include stock options and warrants granted but not beneficially owned as of April 15, 2011.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |

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| As of December 31, 2011            |   |                                                                                       |      |
|--------------------------------------------------------|--------|--------------------------------------------------------------------------------------------|-----------|
|                                              |   | Number of Securitiestobe Issued uponExerciseof OutstandingOptions |      |   | Weighted AverageExercise Price ofOutstandingOptions |   |   | Number of SecuritiesRemaining Available forFuture Issuance UnderEquity CompensationPlans (ExcludingSecurities Reflected inColumn (a) |   |
| Plan Category                                     |   | Column (a)                                                                            |      |   | Column (b) |   |   | Column (c) |   |
| Equity compensation plans approved by stockholders     |   |                                                                                       | 4,036,043 | (1) |   | $ | 1.28 | (2) |   |   | 1,463,957 | (3) |
| Equity compensation plans not approved by stockholders |   |                                                                                       | 2,143,334 |   |   | $ | 0.90 |   |   |   | — |   |
| Total:                                                 |   |                                                                                       | 6,179,377 |   |   | $ | 1.19 |   |   |   | 1,463,957 |   |

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|                                     |   | 2010   |    |   | 2011   |   |
|------------------------------------------|--------|--------|---------|--------|--------|--------|
| Audit Fees                               |   | $      | 185,278 |   |   | $      | 140,616 |   |
| Audit-related Fees                       |   | $      | 8,609   |   |   | $      | 46,006 |   |
| Tax Fees                                 |   |   | 4,400   |   |   |   | 3,081 |   |
|      Total Fees |   | $      | 198,287 |   |   | $      | 189,703 |   |

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|   | PATIENT SAFETY TECHNOLOGIES, INC. |
|--------|-----------------------------------|
|   |                              |   |
|   | By:                               | /S/   BRIAN E. STEWART |
|   |                              | Brian E. Stewart |
|   |                              | President and Chief Executive Officer |

| Signature                 |   | Title                                                                              |   | Date           |
|---------------------------|--------|------------------------------------------------------------------------------------|--------|----------------|
|                      |   | Director, President and Chief Executive Officer                                    |   |           |
| /s/ BRIAN E. STEWART      |   | (Principal Executive Officer)                                                      |   | April 30, 2012 |
| Brian E. Stewart          |   |                                                                               |   |           |
|                      |   |                                                                               |   |           |
| /s/ DAVID C. DREYER  |   | Executive Vice President, Chief Financial Officer (Principal Financial Officer and |   | April 30, 2012 |
| David Dreyer              |   | Principal Accounting Officer), Secretary                                           |   |           |
|                      |   |                                                                               |   |           |
| *                         |   | Director                                                                           |   |           |
| John P. Francis           |   |                                                                               |   | April 30, 2012 |
|                      |   |                                                                               |   |           |
| *                         |   | Director                                                                           |   |           |
| Louis Glazer, M.D., Ph.G. |   |                                                                               |   | April 30, 2012 |
|                      |   |                                                                               |   |           |
| *                         |   | Director                                                                           |   |           |
| Lynne Silverstein         |   |                                                                               |   | April 30, 2012 |
|                      |   |                                                                               |   |           |
| *                         |   | Director                                                                           |   |           |
| Wenchen Lin               |   |                                                                               |   | April 30, 2012 |

| *By:                             |   |
|----------------------------------|--------|
| /s/ BRIAN E. STEWART             |   |
| Brian E. StewartAttorney-in-fact |   |

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| · | should not be treated as categorical statements of fact, but rather as an allocation of risk; |
|--------|-----------------------------------------------------------------------------------------------|

| · | may have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement; |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| · | may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and |
|--------|----------------------------------------------------------------------------------------------------------------------------------|

| · | were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and may be subject to more recent developments. |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| ExhibitNumber |   | Description                                                                                                                                                                                                                                                                                                                                                                 |
|---------------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 2.1           |   | Agreement and Plan of Merger and Reorganization, dated as of February 3, 2005, by and among Franklin Capital Corporation (n/k/a Patient Safety Technologies, Inc.), SurgiCount Acquisition Corp., SurgiCount Medical, Inc., Brian Stewart and Dr. William Stewart (incorporated by reference to our current report on Form 8-K filed with the SEC on February 9, 2005) |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 3.1           |   | Amended and Restated Certificate of Incorporation (incorporated by reference to Appendix A to the our definitive proxy statement on Schedule 14A filed with the SEC on July 13, 2009)                                                                                                                                                                                       |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 3.2           |   | By-laws (incorporated by reference to the company’s Form N-2 filed with the SEC on July 31, 1992)                                                                                                                                                                                                                                                                     |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 4.1           |   | Certificate of Designation of Series A Convertible Preferred Stock (included in Exhibit 3.1 hereto)                                                                                                                                                                                                                                                                         |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 4.2           |   | Certificate of Designation of Series B Convertible Preferred Stock (incorporated by reference to our current report on Form 8-K filed with the SEC on June 29, 2010)                                                                                                                                                                                                        |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 10.1***       |   | Supply and Distribution Agreement dated effective November 19, 2009, by and between Patient Safety Technologies, Inc. and Cardinal Health 200, LLC (incorporated by reference to our current report on Form 8-K filed with the SEC on November 24, 2009)                                                                                                                    |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 10.2***       |   | Amendment to Supply and Distribution Agreement dated effective March 1, 2011, by and between Patient Safety Technologies, Inc. and Cardinal Health 200, LLC (incorporated by reference to our current report on Form 8-K filed with the SEC on March 28, 2011)                                                                                                              |
|          |   |                                                                                                                                                                                                                                                                                                                                                                        |
| 10.3          |   | Warrant Purchase Agreement dated effective as of November 19, 2009 by and between Patient Safety Technologies, Inc. and Cardinal Health, Inc. (incorporated by reference to our current report on Form 8-K filed with the SEC on November 24, 2009)                                                                                                                         |

----

| 10.4 |   | Registration Rights Agreement dated effective as of November 19, 2009, by and between Patient Safety Technologies, Inc. and Cardinal Health, Inc. (incorporated by reference to our current report on Form 8-K filed with the SEC on November 24, 2009) |
|------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| 10.5   |   | Warrant dated November 19, 2009 issued to Cardinal Health, Inc. to purchase up to 1,250,000 shares of our common stock at $2.00 per share, expiring November 19, 2014 (incorporated by reference to our current report on Form 8-K filed with the SEC on November 24, 2009) |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                        |
| 10.6   |   | Warrant dated November 19, 2009 issued to Cardinal Health, Inc. to purchase up to 625,000 shares of our common stock at $4.00 per share, expiring November 19, 2014 (incorporated by reference to our current report on Form 8-K filed with the SEC on November 24, 2009)   |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.7   |   | Exclusive License and Supply Agreement dated May 15, 2008, by and among SurgiCount Medical, Inc. and A Plus International, Inc. (incorporated by reference to our annual report on Form 10-K filed with the SEC on March 31, 2010)                                          |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.8   |   | Subscription Agreement dated January 26, 2007 between Patient Safety Technologies, Inc. and A Plus International, Inc. (incorporated by reference to our current report on Form 8-K filed with the SEC on February 2, 2007)                                                 |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.9   |   | Form of Exchange Agreement dated July 29, 2009 between Patient Safety Technologies, Inc. and certain investors (incorporated by reference to our current report on Form 8-K filed with the SEC on August 3, 2009)                                                           |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.10  |   | Form of Purchase Agreement dated July 29, 2009 between Patient Safety Technologies, Inc. and certain investors (incorporated by reference to our current report on Form 8-K filed with the SEC on August 3, 2009)                                                           |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.11  |   | Form of Senior Secured Note and Warrant Purchase Agreement dated January 29, 2009 (incorporated by reference to our current report on Form 8-K filed with the SEC on February 3, 2009)                                                                                      |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.12  |   | Form of Security Agreement dated January 29, 2009 (incorporated by reference to our current report on Form 8-K filed with the SEC on February 3, 2009)                                                                                                                      |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.13  |   | Form of Senior Secured Note dated January 29, 2009 (incorporated by reference to our current report on Form 8-K filed with the SEC on February 3, 2009)                                                                                                                     |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.14  |   | Form of Warrant dated January 29, 2009 to purchase shares of our common stock at $1.00 per share, expiring January 29, 2014 (incorporated by reference to our current report on Form 8-K filed with the SEC on February 3, 2009)                                            |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.15  |   | Form of Securities Purchase Agreement dated August 1, 2008 (incorporated by reference to our current report on Form 8-K filed with the SEC on August 14, 2008)                                                                                                         |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.16  |   | Registration Rights Agreement dated August 1, 2008 (incorporated by reference to our current report on Form 8-K filed with the SEC on August 14, 2008)                                                                                                                 |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.17  |   | Form of Warrant dated August 1, 2008 to purchase shares of our common stock at $1.40 per share, expiring August 1, 2013 (incorporated by reference to our current report on Form 8-K filed with the SEC on August 14, 2008)                                                 |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.18  |   | Form of Securities Purchase Agreement dated May 20, 2008 (incorporated by reference to our current report on Form 8-K filed with the SEC on June 2, 2008 )                                                                                                                  |
|   |   |                                                                                                                                                                                                                                                                        |
| 10.19  |   | Registration Rights Agreement dated May 20, 2008 (incorporated by reference to our current report on Form 8-K filed with the SEC on June 2, 2008)                                                                                                                           |

----

| 10.20 |   | Form of Warrant dated May 27, 2008 to purchase shares of our common stock at $1.40 per share, expiring May 27, 2013 (incorporated by reference to our current report on Form 8-K filed with the SEC on June 2, 2008) |
|-------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| 10.21  |   | Securities Purchase Agreement dated as of October 17, 2007 between Patient Safety Technologies and Francis Capital Management, LLC (incorporated by reference to our current report on Form 8-K filed with the SEC on October 22, 2007)                                                      |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.22  |   | Registration Rights Agreement dated as of October 17, 2007 between Patient Safety Technologies and Francis Capital Management, LLC (incorporated by reference to our current report on Form 8-K filed with the SEC on October 22, 2007)                                                      |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.23  |   | Secured Convertible Promissory Note issued August 10, 2007 with an effective date of June 1, 2007 to Ault Glazer Capital Partners, LLC in the amount of $2,530,558.40 (incorporated by reference to our current report on Form 8-K filed with the SEC on August 16, 2007)               |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.24  |   | Amendment and Early Conversion of Secured Promissory Note dated as of September 5, 2008 between Ault Glazer Capital Partners, LLC (incorporated by reference to our annual report on Form 10-K filed with the SEC on April 16, 2009)                                                         |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.25  |   | Security Agreement dated August 10, 2007 in favor of Ault Glazer Capital Partners, LLC (incorporated by reference to our current report on Form 8-K filed with the SEC on August 16, 2007)                                                                                              |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.26  |   | Guaranty of Payment by SurgiCount Medical, Inc. in favor of Ault Glazer Capital Partners, Inc. in connection with the $2,530,558.40 Promissory Note issued August 10, 2007 (incorporated by reference to our current report on Form 8-K filed with the SEC on August 16, 2007)               |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.27  |   | Form of Subscription Agreement entered into between March 7, 2007 to April 5, 2007 (incorporated by reference to our annual report on Form 10-K  filed with the SEC on May 16, 2007)                                                                                          |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.28  |   | Subscription Agreement dated January 29, 2007 between Patient Safety Technologies, Inc. and David Wilstein and Susan Wilstein, as Trustees of the Century Trust (incorporated by reference to our current report on Form 8-K filed with the SEC on February 2, 2007)                    |
|   |   |                                                                                                                                                                                                                                                                                         |
| 10.29  |   | Form of Warrant dated January 29, 2007 issued to Century Trust to purchase 12,000 shares of our common stock at $2.00 per share, expiring January 29, 2012 (incorporated by reference to Exhibit C to Exhibit 10.4 to our current report on Form 8-K filed with the SEC on February 2, 2007) |

| 10.30  |   | Form of Warrant dated September 8, 2006 issued to Steven J. Caspi to purchase up to $312,500 of shares of our common stock (consisting of 250,000 shares of our common stock at $1.25 per share, or a combination of shares of our common stock and shares of common stock of our subsidiary, SurgiCount Medical, Inc.), expiring September 8, 2011 (incorporated by reference to our amended current report on Form 8-K/A filed with the SEC on March 1, 2007) |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10.31  |   | Form of SurgiCount Medical, Inc. Warrant dated September 8, 2006 issued to Steven J. Caspi to purchase up to $312,500 in shares of common stock of SurgiCount Medical, Inc. (or 250,000 shares of our common stock at $1.25 per share), expiring September 8, 2011 (incorporated by reference to our amended current report on Form 8-K/A filed with the SEC on March 1, 2007)                                                                                  |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10.32  |   | Form of Warrant dated November 3, 2006 issued to Charles J. Kalina III to purchase 100,000 shares of our common stock at $1.25 per share, expiring November 3, 2011 (incorporated by reference to our annual report on Form 10-K filed with the SEC on May 16, 2007)                                                                                                                                                                                            |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10.33  |   | Form of Warrant dated July 12, 2006 issued to Charles J. Kalina III to purchase 85,000 shares of our common stock at $2.69 per share, expiring July 11, 2011 (incorporated by reference to our current report on Form 8-K filed with the SEC on July 14, 2006)                                                                                                                                                                                                  |

----

| 10.34 |   | Warrant dated June 6, 2006 issued to Alan E. Morelli to purchase 401,460 shares of our common stock at $3.04 per share, expiring June 6, 2011 (incorporated by reference to our current report on Form 8-K filed with the SEC on June 9, 2006) |
|-------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| 10.35   |   | Form of non-callable Warrant dated April 22, 2005 issued to James Colen to purchase 10,000 shares of our common stock at $6.05 per share, expiring April 22, 2010 (incorporated by reference to our current report on Form 8-K filed with the SEC on April 26, 2005)                                                                                      |
|---------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.36   |   | Form of callable Warrant dated April 22, 2005 issued to James Colen to purchase 10,000 shares of our common stock at $6.05 per share, expiring April 22, 2010 (incorporated by reference to our current report on Form 8-K filed with the SEC on April 26, 2005)                                                                                          |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.37   |   | Lease for 43460 Ridge Park Drive, Temecula, California (incorporated by reference to our annual report on Form 10-K filed with the SEC on March 31, 2010)                                                                                                                                                                                                 |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.38   |   | Sublease for 5 Caufield Place, Suite 102, Newtown, Pennsylvania (incorporated by reference to our current report on Form 8-K filed with the SEC on January 7, 2010)                                                                                                                                                                                       |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.39** |   | 2005 Stock Option Plan (incorporated by reference to Appendix A to our definitive proxy statement on Schedule 14A filed with the SEC on March 2, 2005)                                                                                                                                                                                                    |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.40** |   | 2009 Stock Option Plan (incorporated by reference to Appendix B to our definitive proxy statement on Schedule 14A filed with the SEC on July 13, 2009)                                                                                                                                                                                                    |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.41** |   | Form of Stock Option Agreement (incorporated by reference to our registration statement on Form S-8 filed with the SEC on February 16, 2010)                                                                                                                                                                                                              |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.42** |   | Employment Agreement dated May 7, 2009 between Patient Safety Technologies Inc. and Steven H. Kane (incorporated by reference to our quarterly report on Form 10-Q filed with the SEC on May 20, 2009)                                                                                                                                                    |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.43** |   | Employment Agreement dated effective as of November 24, 2009 between Patient Safety Technologies Inc. and Marc L. Rose (incorporated by reference to our current report on Form 8-K filed with the SEC on December 1, 2009)                                                                                                                               |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.44** |   | Employment Agreement dated January 5, 2009 between Patient Safety Technologies, Inc. and David I. Bruce (incorporated by reference to our annual report on Form 10-K filed with the SEC on April 16, 2009)                                                                                                                                                |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.45** |   | Separation Agreement and General Release dated May 6, 2009 between Patient Safety Technologies, Inc. and David Bruce (incorporated by reference to our quarterly report on Form 10-Q filed with the SEC on May 20, 2009)                                                                                                                                  |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.46** |   | Executive Services Agreement dated July 11, 2008 between Patient Safety Technologies, Inc. and Tatum, LLC for the services of Mary A. Lay (incorporated by reference to our annual report on Form 10-K filed with the SEC on April 16, 2009)                                                                                                              |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.47** |   | Employment Agreement dated January 5, 2009 between Patient Safety Technologies, Inc. and Brian Stewart (incorporated by reference to our amended annual report on Form 10-K/A filed with the SEC on July 13, 2009)                                                                                                                                        |
|    |   |                                                                                                                                                                                                                                                                                                                                                      |
| 10.48** |   | Form of Indemnification Agreement with Directors and Executive Officers dated effective June 1, 2010 (with then current directors and executive officers) and dated effective June 24, 2010 and October 22, 2010 with each of Messrs. Stewart and Dreyer (incorporated by reference to our current report on Form 8-K filed with the SEC on June 6, 2010) |

----

| 10.49 |   | Convertible Preferred Stock Purchase Agreement (incorporated by reference to our current report on Form 8-K filed with the SEC on June 29, 2010) |
|-------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------|

| 10.50   |   | Registration Rights Agreement (incorporated by reference to our current report on Form 8-K filed with the SEC on June 29, 2010)                                                      |
|---------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|    |   |                                                                                                                                                                                 |
| 10.51   |   | Separation and Release Agreement with Messrs. Chase, McFarland, Hitchock and Bauer (incorporated by reference to our current report on Form 8-K filed with the SEC on June 29, 2010) |
|    |   |                                                                                                                                                                                 |
| 10.52   |   | Separation and Release Agreement with Steven H. Kane (incorporated by reference to our current report on Form 8-K filed with the SEC on June 29, 2010)                               |
|    |   |                                                                                                                                                                                 |
| 10.53   |   | Amendment to Employment Agreement with Marc L. Rose (incorporated by reference to our current report on Form 8-K filed with the SEC on June 29, 2010)                                |
|    |   |                                                                                                                                                                                 |
| 10.54   |   | Employment Agreement with John A. Hamilton (incorporated by reference to our current report on Form 8-K filed with the SEC on August 9, 2010)                                        |
|    |   |                                                                                                                                                                                 |
| 10.55   |   | Tax Escrow Agreement (incorporated by reference to our current report on Quarterly Report on Form 10-Q filed with the SEC on August 16, 2010)                                        |
|    |   |                                                                                                                                                                                 |
| 10.56   |   | Employment Agreement with David Dreyer (incorporated by reference to our current report on Form 8-K filed with the SEC on October 28, 2010)                                          |
|    |   |                                                                                                                                                                                 |
| 10.57   |   | Employment Agreement with Brian E. Stewart  (incorporated by reference to our current report on Form 8-K filed with the SEC on November 18, 2010)                          |
|    |   |                                                                                                                                                                                 |
| 10.58   |   | Office Building Lease dated September 15, 2010 (incorporated by reference to our current report on Form 8-K filed with the SEC on September 20, 2010)                                |
|    |   |                                                                                                                                                                                 |
| 10.59   |   | Sub-Lease Agreement dated as of November 18, 2010 (incorporated by reference to our current report on Form 8-K filed with the SEC on November 30, 2010)                              |
|    |   |                                                                                                                                                                                 |
| 10.60   |   | Settlement Agreement (incorporated by reference to our current report on Form 8-K filed with the SEC on January 3, 2011)                                                             |
|    |   |                                                                                                                                                                                 |
| 10.61** |   | 2009 Stock Option Plan Stock Option Agreement, grant date November 15, 2010 — Brian Stewart*                                                                                   |
|    |   |                                                                                                                                                                                 |
| 10.62** |   | Non Plan Stock Option Agreement, grant date November 15, 2010 — Brian Stewart*                                                                                                 |
|    |   |                                                                                                                                                                                 |
| 10.63** |   | 2009 Stock Option Plan Stock Option Agreement, grant date October 22, 2010 — David Dreyer*                                                                                |
|    |   |                                                                                                                                                                                 |
| 10.64** |   | Non Plan Stock Option Agreement, grant date October 22, 2010 — David Dreyer*                                                                                              |
|    |   |                                                                                                                                                                                 |
| 10.65   |   | Common Stock Purchase Agreement, dated March 28, 2011 (incorporated by reference to our current report on Form 8-K filed with the SEC on March 31, 2011)                             |
|    |   |                                                                                                                                                                                 |
| 10.66   |   | Amended and Restated Registration Rights Agreement, dated March 28, 2011 (incorporated by reference to our current report on Form 8-K filed with the SEC on March 31, 2011)          |
|    |   |                                                                                                                                                                                 |
| 10.67   |   | Office building lease dated January 27, 2011 (incorporated by reference to our annual report on Form 10-K filed with the SEC on March 26, 2012)                                      |
|    |   |                                                                                                                                                                                 |
| 10.68   |   | Office bulding lease dated December 5, 2011 (incorporated by reference to our annual report on Form 10-K filed with the SEC on March 26, 2012)                                       |

----

| 14.1   |   | Code of Business Conduct and Ethics (incorporated by reference to our amended annual report on Form 10-K/A filed with the SEC on July 13, 2009) |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                            |
| 21.1   |   | Subsidiary of the company (incorporated by reference to our annual report on Form 10-K filed with the SEC on March 31, 2010)                    |

| 23.1   |   | Consent of Squar, Milner, Peterson, Miranda & Williamson, LLP (incorporated by reference to our annual report on Form 10-K filed with the SEC on March 26, 2012) |
|--------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |   |                                                                                                                                                                      |
| 31.1   |   | Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15D-14(a)                                                                                     |
|   |   |                                                                                                                                                                      |
| 31.2   |   | Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15D-14(a)                                                                                     |
|   |   |                                                                                                                                                                      |

| **  | Management or compensatory plan or arrangement. |
|----------|-------------------------------------------------|

| ***  | Confidential treatment requested for certain confidential portions of this exhibit. These confidential portions have been omitted from this exhibit and filed separately with the Commission. |
|-----------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----