0001104659-15-036183 Sample Contracts

RESTRICTED STOCK AWARD AGREEMENT UNDER THE CITY NATIONAL CORPORATION
Restricted Stock Award Agreement • May 8th, 2015 • City National Corp • National commercial banks • California

RESTRICTED STOCK AWARD AGREEMENT made as of , between CITY NATIONAL CORPORATION, a Delaware corporation (the “Company”), and , an employee of the Company or a subsidiary of the Company (“Colleague”), with reference to the following:

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ANNUAL STOCK UNIT AWARD AGREEMENT ADDENDUM
Annual Stock Unit Award Agreement • May 8th, 2015 • City National Corp • National commercial banks

THIS ADDENDUM TO THE ANNUAL STOCK UNIT AWARD AGREEMENT provides the rules and procedures relating to the grant of the Annual Stock Unit Award and the operation of the Restricted Stock Unit Account and the Dividend Equivalent Unit Account.

PERFORMANCE UNIT AWARD AGREEMENT ADDENDUM (TSR)
Performance Unit Award Agreement • May 8th, 2015 • City National Corp • National commercial banks

THIS ADDENDUM TO THE PERFORMANCE UNIT AWARD AGREEMENT provides the rules and procedures relating to the grant of the Performance Unit Award and the operation of the Performance Unit Account.

ANNUAL STOCK UNIT AWARD AGREEMENT UNDER THE CITY NATIONAL CORPORATION
Annual Stock Unit Award Agreement • May 8th, 2015 • City National Corp • National commercial banks • California

THIS ANNUAL STOCKUNIT AWARD AGREEMENT is made by and between CITY NATIONAL CORPORATION, a Delaware corporation (the “Company”), and Russell Goldsmith, an employee of the Company or a subsidiary of the Company (“Colleague”), with reference to the following:

PERFORMANCE UNIT AWARD AGREEMENT ADDENDUM (PERFORMANCE METRICS BASED)
Performance Unit Award Agreement • May 8th, 2015 • City National Corp • National commercial banks

THIS ADDENDUM TO THE PERFORMANCE UNIT AWARD AGREEMENT provides the rules and procedures relating to the grant of the Performance Unit Award and the operation of the Performance Unit Account.

PERFORMANCE UNIT AWARD AGREEMENT UNDER THE CITY NATIONAL CORPORATION
Performance Unit Award Agreement • May 8th, 2015 • City National Corp • National commercial banks • California

THIS PERFORMANCE UNIT AWARD AGREEMENT is made by and between CITY NATIONAL CORPORATION, a Delaware corporation (the “Company”), and Russell D. Goldsmith, an employee of the Company or a subsidiary of the Company (“Colleague”), with reference to the following:

STOCK OPTION AWARD AGREEMENT UNDER THE CITY NATIONAL CORPORATION
Stock Option Award Agreement • May 8th, 2015 • City National Corp • National commercial banks • California

This Stock Option Agreement is made and entered into as of ###GRANT_DATE###, by and between City National Corporation, a Delaware corporation (the “Company”), and ###PARTICIPANT_NAME###, an employee of the Company or a subsidiary of the Company (the “Optionee”), with reference to the following:

ELEVENTH AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • May 8th, 2015 • City National Corp • National commercial banks • California

THIS ELEVENTH AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is dated as of February 27 , 2015, by and between BRAM GOLDSMITH (“Goldsmith”), on the one hand, and CITY NATIONAL CORPORATION, a Delaware corporation (“CNC”) and CITY NATIONAL BANK, a national banking association (“CNB”), on the other hand.

PERFORMANCE UNIT AWARD AGREEMENT UNDER THE CITY NATIONAL CORPORATION
Performance Unit Award Agreement • May 8th, 2015 • City National Corp • National commercial banks • California

THIS PERFORMANCE UNIT AWARD AGREEMENT is made by and between CITY NATIONAL CORPORATION, a Delaware corporation (the “Company”), and Russell D. Goldsmith, an employee of the Company or a subsidiary of the Company (“Colleague”), with reference to the following:

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