0001558370-16-004001 Sample Contracts

Cash Performance Bonus Opportunity Agreement
Bonus Opportunity Agreement • March 10th, 2016 • State National Companies, Inc. • Fire, marine & casualty insurance • Texas

This Amendment (this “Amendment”) is dated as of May _20_, 2014, and confirms the discussions between David Cleff (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Employer”), regarding, among other things, the possible bonus payable to Employee based on the Employer’s cumulative corporate underwriting margin over the 2013-2015 period.

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SEVERANCE AGREEMENT
Severance Agreement • March 10th, 2016 • State National Companies, Inc. • Fire, marine & casualty insurance • Texas

This Agreement (this “Agreement”) is dated as of May 20 , 2014, and confirms the discussions between Trace Ledbetter (“Employee”) and T.B.A. Insurance Group, Ltd., a Texas limited partnership (the “Company” or the “Employer”), regarding, among other things, amounts payable upon the termination of Employee’s employment with the Company.

STATE NATIONAL COMPANIES, INC. 2014 Long-Term INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT
State National Companies • March 10th, 2016 • State National Companies, Inc. • Fire, marine & casualty insurance

The Committee hereby grants to the individual named above (the “Recipient”) a Restricted Stock Award for the number of Shares listed above, subject to the terms and conditions of the Plan and this Restricted Stock Award Agreement. In the event of a conflict between the terms and conditions of the Plan and the terms and conditions of this Restricted Stock Award Agreement, the terms and conditions of the Plan shall prevail.

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