0001628280-16-011455 Sample Contracts

CLEARWATER PAPER CORPORATION RESTRICTED STOCK UNIT AGREEMENT AMENDED AND RESTATED 2008 STOCK INCENTIVE PLAN
Restricted Stock Unit Agreement • February 22nd, 2016 • Clearwater Paper Corp • Paperboard mills • Delaware

THIS RESTRICTED STOCK UNIT AGREEMENT (this “Agreement”) is made and entered into as of [Grant Date] (the “Grant Date”), by and between Clearwater Paper Corporation, a Delaware corporation (the “Corporation”), and [Participant Name] (the “Employee”).

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CLEARWATER PAPER CORPORATION STOCK OPTION AGREEMENT AMENDED AND RESTATED 2008 STOCK INCENTIVE PLAN
Stock Option Agreement • February 22nd, 2016 • Clearwater Paper Corp • Paperboard mills • Delaware

THIS STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of [Grant Date] (the “Grant Date”), by and between Clearwater Paper Corporation, a Delaware corporation (the “Corporation”), and [Participant Name] (the “Employee”).

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December 18, 2015 Ms. Linda K. Massman Dear Linda:
Letter Agreement • February 22nd, 2016 • Clearwater Paper Corp • Paperboard mills • Washington

The purpose of this letter agreement (this “Agreement”) is to confirm important terms and conditions pertaining to your employment as President and Chief Executive Officer of Clearwater Paper Corporation (the “Company”).

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CLEARWATER PAPER CORPORATION PERFORMANCE SHARE AGREEMENT AMENDED AND RESTATED 2008 STOCK INCENTIVE PLAN
Performance Share Agreement • February 22nd, 2016 • Clearwater Paper Corp • Paperboard mills • Delaware

THIS PERFORMANCE SHARE AGREEMENT (this “Agreement”) is made and entered into as of [Grant Date] (the “Grant Date”) by and between CLEARWATER PAPER CORPORATION, a Delaware corporation (the “Corporation”), and [Participant Name] (the “Employee”).

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