0000860748-17-000017 Sample Contracts

Kemper Corporation 2011 Omnibus Equity Plan NON-QUALIFIED STOCK OPTION AND SAR AGREEMENT (Cliff-Vesting Form)
Non-Qualified Stock Option and Sar Agreement • February 13th, 2017 • KEMPER Corp • Fire, marine & casualty insurance • Delaware

This NON-QUALIFIED STOCK OPTION AND SAR AGREEMENT (“Agreement”) is made as of this ______ day of ___________, 2___ (“Grant Date”) between KEMPER CORPORATION, a Delaware corporation (the “Company”), and «name» (the “Award Holder”), for an award consisting of the right and option (the “Option”) to purchase on the terms and conditions hereinafter set forth, all or any part (subject to the limitations of Section 3) of an aggregate of «shares» («number») shares of the Common Stock of the Company (“Common Stock”) at the purchase price of $______ per share.

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TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT
Time-Vested Restricted Stock Unit Award Agreement • February 13th, 2017 • KEMPER Corp • Fire, marine & casualty insurance • Delaware

This TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT (“Agreement”) is made as of this ______ day of ___________, ____ (“Grant Date”) between KEMPER CORPORATION, a Delaware corporation (the “Company”), and «name» (the “Award Holder”) for an Award of an aggregate of «shares» («shares») restricted stock units (the “RSUs”), each representing the right to receive one share of the Company’s common stock (“Common Stock”) on the terms and conditions set forth in this Agreement.

KEMPER CORPORATION 2011 Omnibus Equity Plan Amended and Restated as of February 8, 2017
KEMPER Corp • February 13th, 2017 • Fire, marine & casualty insurance • Illinois
TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT (Installment-Vesting Form)
Vested Restricted Stock Unit Award Agreement • February 13th, 2017 • KEMPER Corp • Fire, marine & casualty insurance • Delaware

This TIME-VESTED RESTRICTED STOCK UNIT AWARD AGREEMENT (“Agreement”) is made as of this ______ day of ___________, ____ (“Grant Date”) between KEMPER CORPORATION, a Delaware corporation (the “Company”), and «name» (the “Award Holder”) for an Award of an aggregate of «shares» («shares») restricted stock units (the “RSUs”), each representing the right to receive one share of the Company’s common stock (“Common Stock”) on the terms and conditions set forth in this Agreement.

Kemper Corporation 2011 Omnibus Equity Plan PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (Adjusted ROE)
Restricted Stock Unit Award Agreement • February 13th, 2017 • KEMPER Corp • Fire, marine & casualty insurance • Delaware

This PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (“Agreement”) is made as of this ______ day of ___________, ____ (“Grant Date”) between KEMPER CORPORATION, a Delaware corporation (“Company”), and «name» (“Award Holder”) for an Award of an aggregate of «shares» («shares») restricted stock units (the “RSUs”), each representing the right to receive one share of the Company’s common stock (“Common Stock”) on the terms and conditions set forth in this Agreement.

Kemper Corporation 2011 Omnibus Equity Plan PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (Relative TSR)
Restricted Stock Unit Award Agreement • February 13th, 2017 • KEMPER Corp • Fire, marine & casualty insurance • Delaware

This PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (“Agreement”) is made as of this ______ day of ___________, ____ (“Grant Date”) between KEMPER CORPORATION, a Delaware corporation (“Company”), and «name» (“Award Holder”) for an Award of an aggregate of «shares» («shares») restricted stock units (the “RSUs”), each representing the right to receive one share of the Company’s common stock (“Common Stock”) on the terms and conditions set forth in this Agreement.

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General Release Agreement • February 13th, 2017 • KEMPER Corp • Fire, marine & casualty insurance • Illinois

Kemper Corporation (“Company”) considers you to be a valued employee of the “Employer” (as defined below). In recognition of the value of your continued services to the Employer, the Company’s shareholders and other relevant constituencies, the Company proposes the following agreement (“Agreement”) to provide you with certain severance payments and benefits if your employment terminates in connection with a “Change in Control” (as defined below) under specified circumstances.

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