0000937834-16-000077 Sample Contracts

AWARD AGREEMENT SUPPLEMENT
Award Agreement • February 25th, 2016 • Metlife Inc • Life insurance • New York

This Award Agreement Supplement (this “Supplement”) provides terms that are part of your Award Agreement (the “Agreement”) under the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”). In this Supplement, “Award” refers to the Performance Shares, Restricted Stock Units, Stock Options, Performance Units, Restricted Units, or Unit Options that are the subject of the Award Agreement.

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UNIT OPTION AGREEMENT (Ratable Exercisability in Thirds)
Unit Option Agreement • February 25th, 2016 • Metlife Inc • Life insurance

[Global Affiliate] (the “Global Affiliate”) confirms that, on [grant date] (the “Grant Date”), you [name] were granted [number] Unit Options (your “Unit Options”). Your Unit Options are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Unit Option Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”), as a form of Stock Appreciation Rights. Please note that the Supplement includes terms for forfeiture of your Unit Options under some circumstances. Any payment due under this Agreement may be made by any one or more Affiliates (the “Paying Affiliate”).

STOCK OPTION AGREEMENT (Three-Year “Cliff” Exercisability)
Stock Option Agreement • February 25th, 2016 • Metlife Inc • Life insurance

MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Stock Options (your “Stock Options”). Your Stock Options are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Stock Option Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Stock Options under some circumstances.

RESTRICTED UNIT AGREEMENT (Ratable Period of Restriction Ends in Thirds; Code 162(m) Goals)
Restricted Unit Agreement • February 25th, 2016 • Metlife Inc • Life insurance

[Global Affiliate] (the “Global Affiliate”) confirms that, on [grant date] (the “Grant Date”), you [name] were granted [number] Restricted Units. Your Restricted Units are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Restricted Unit Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Restricted Units under some circumstances. Any payment due under this Agreement may be made by any one or more Affiliates (the “Paying Affiliate”).

MANAGEMENT PERFORMANCE SHARE AGREEMENT
Management Performance Share Agreement • February 25th, 2016 • Metlife Inc • Life insurance • New York

MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Performance Shares (your “Performance Shares”). Your Performance Shares are subject to the terms and conditions of this Management Performance Share Agreement (this “Agreement”) and the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”).

PERFORMANCE UNIT AGREEMENT
Performance Unit Agreement • February 25th, 2016 • Metlife Inc • Life insurance

[Global Affiliate] (the “Global Affiliate”) confirms that, on [grant date] (the “Grant Date”), you [name] were granted [number] Performance Units (your “Performance Units”), and approves and ratifies such grant. Your Performance Units are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Performance Unit Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Performance Units under some circumstances. Any payment due under this Agreement may be made by any one or more Affiliates (the “Paying Affiliate”).

Agreement to Protect Corporate Property
Metlife Inc • February 25th, 2016 • Life insurance

In consideration of my receipt of stock options from Metropolitan Life Insurance Company ("MetLife"), I agree to the following:

RESTRICTED STOCK UNIT AGREEMENT (Three-Year “Cliff” Period of Restriction; No Code 162(m) Goals)
Restricted Stock Unit Agreement • February 25th, 2016 • Metlife Inc • Life insurance

MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Restricted Stock Units. Your Restricted Stock Units are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Restricted Stock Unit Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Restricted Stock Units under some circumstances.

RESTRICTED STOCK UNIT AGREEMENT (Ratable Period of Restriction Ends in Thirds; Code 162(m) Goals)
Restricted Stock Unit Agreement • February 25th, 2016 • Metlife Inc • Life insurance

MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Restricted Stock Units. Your Restricted Stock Units are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Restricted Stock Unit Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Restricted Stock Units under some circumstances.

Agreement to Protect Corporate Property
Metlife Inc • February 25th, 2016 • Life insurance

All of the protections described in this Agreement apply to MetLife, Inc. and its past, present and future affiliates and each of their successors and assigns (collectively, "MetLife" or "the Company"). This Agreement is presented to me in anticipation of my becoming employed by MetLife. In the event that I do not actually become employed with MetLife, this Agreement will be of no force and effect. In consideration of my employment with MetLife, the new and updated access that I will be given to MetLife’s Intellectual Property and/or Confidential Information as defined below, and the specialized training and resources regarding MetLife’s business, customers and practices that MetLife will provide to me, and intending to be legally bound, I agree as follows:

RESTRICTED UNIT AGREEMENT (Three-Year “Cliff” Period of Restriction; No Code 162(m) Goals)
Restricted Unit Agreement • February 25th, 2016 • Metlife Inc • Life insurance

[Global Affiliate] (the “Global Affiliate”) confirms that, on [grant date] (the “Grant Date”), you [name] were granted [number] Restricted Units. Your Restricted Units are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Restricted Unit Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Restricted Units under some circumstances. Any payment due under this Agreement may be made by any one or more Affiliates (the “Paying Affiliate”).

PERFORMANCE SHARE AGREEMENT
Performance Share Agreement • February 25th, 2016 • Metlife Inc • Life insurance

MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Performance Shares (your “Performance Shares”). Your Performance Shares are subject to the terms and conditions of the MetLife, Inc. 2015 Stock and Incentive Compensation Plan (the “Plan”) and this Performance Share Agreement (this “Agreement”), which includes the Award Agreement Supplement (the “Supplement”). Please note that the Supplement includes terms for forfeiture of your Performance Shares under some circumstances.

Agreement to Protect Corporate Property
Metlife Inc • February 25th, 2016 • Life insurance

All of the protections described in this Agreement apply to MetLife, Inc., its past, present and future affiliates and each of their successors and assigns (collectively, "MetLife" or "the Company"). This Agreement is presented to me in anticipation of my becoming employed by MetLife. In the event that I do not actually become employed with MetLife, this Agreement will be of no force and effect. In consideration of my employment with MetLife, the new and updated access that I will be given to MetLife's intellectual property, MetLife's Confidential Information and MetLife's Proprietary Property (as defined below), and the specialized training and resources regarding MetLife's business, customers and practices that MetLife will provide to me, and intending to be legally bound, I agree as follows:

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