0001144204-15-012563 Sample Contracts

Rocky Brands, Inc. Restricted Stock Unit Agreement
Restricted Stock Unit Agreement • February 27th, 2015 • Rocky Brands, Inc. • Footwear, (no rubber) • Ohio

This Restricted Stock Unit Agreement (this “Agreement”) is made and entered into as of _______________ (the “Grant Date”) by and between Rocky Brands, Inc., an Ohio corporation (the “Company”) and _______________ (the “Grantee”).

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ROCKY BRANDS, INC. INCENTIVE STOCK OPTION AGREEMENT UNDER THE
Incentive Stock Option Agreement • February 27th, 2015 • Rocky Brands, Inc. • Footwear, (no rubber) • Ohio

Rocky Brands, Inc. (the “Company”) hereby grants, effective this __ day of __________, _____ (the “Effective Date”) to _______________ (the “Optionee”) an Option to purchase ______ shares of its common stock, without par value (the “Option Shares”), at a price of $______ per share pursuant to the Company’s 2014 Omnibus Incentive Plan (the “Plan”), subject to the following:

Rocky Brands, Inc. PSU Agreement
Psu Agreement • February 27th, 2015 • Rocky Brands, Inc. • Footwear, (no rubber) • Ohio

This PSU Agreement (this “Agreement”) is made and entered into as of ______________ (the “Grant Date”) by and between Rocky Brands, Inc., an Ohio corporation (the “Company”) and _________________ (the “Grantee”).

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