0001598428-15-000023 Sample Contracts

Deferred Shares Agreement
Deferred Shares Agreement • May 11th, 2015 • TimkenSteel Corp • Steel works, blast furnaces & rolling mills (coke ovens) • Ohio

WHEREAS, the grant of Deferred Shares evidenced hereby was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company that was duly adopted on January 29, 2015 (the “Date of Grant”), and the execution of a Deferred Shares Agreement in the form hereof (this “Agreement”) was authorized by a resolution of the Committee duly adopted on January 29, 2015.

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Nonqualified Stock Option Agreement
Nonqualified Stock Option Agreement • May 11th, 2015 • TimkenSteel Corp • Steel works, blast furnaces & rolling mills (coke ovens) • Ohio

WHEREAS, the grant of Option Rights evidenced hereby was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company that was duly adopted on January 29, 2015 (the “Date of Grant”), and the execution of an Option Rights agreement in the form hereof (this “Agreement”) was authorized by a resolution of the Committee duly adopted on January 29, 2015; and

TIMKENSTEEL CORPORATION Performance-Based Restricted Stock Unit Agreement
Restricted Stock Unit Agreement • May 11th, 2015 • TimkenSteel Corp • Steel works, blast furnaces & rolling mills (coke ovens) • Ohio

WHEREAS, the grant of performance-based Restricted Stock Units evidenced hereby was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board that was duly adopted on January 29, 2015, and the execution of a performance-based Restricted Stock Unit Agreement in the form hereof (this “Agreement”) was authorized by a resolution of the Committee duly adopted on January 29, 2015.

TIMKENSTEEL CORPORATION Time-Based Restricted Stock Unit Agreement
Restricted Stock Unit Agreement • May 11th, 2015 • TimkenSteel Corp • Steel works, blast furnaces & rolling mills (coke ovens) • Ohio

WHEREAS, the grant of service-based Restricted Stock Units evidenced hereby was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board that was duly adopted on January 29, 2015, and the execution of a Restricted Stock Unit Agreement in the form hereof (this “Agreement”) was authorized by a resolution of the Committee duly adopted on January 29, 2015.

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