Compensation Plan Sample Contracts

Parker Drilling – 2018 Annual Incentive Cash Compensation Plan (June 26th, 2018)
Replimune Group, Inc. – Replimune Group, Inc. 2017 Equity Compensation Plan (June 26th, 2018)

The purpose of the Replimune Group, Inc. 2017 Equity Compensation Plan (the Plan) is to provide (i) designated employees of Replimune Group, Inc. (the Company) and its subsidiaries, (ii) certain consultants and advisors who perform services for the Company or its subsidiaries and (iii) non-employee members of the Board of Directors of the Company (the Board) with the opportunity to receive grants of incentive stock options, nonqualified stock options, stock awards, stock units, stock appreciation rights and other equity-based awards. The Company believes that the Plan will encourage the participants to contribute materially to the growth of the Company, thereby benefiting the Companys stockholders, and will align the economic interests of the participants with those of the stockholders.

Coastal Financial Corp – Coastal Financial Corporation 2006 Stock Option and Equity Compensation Plan (June 19th, 2018)
Penn National Gaming, Inc. 2018 Long Term Incentive Compensation Plan (June 13th, 2018)

The 2018 Long Term Incentive Compensation Plan is intended to advance the interests of Penn National Gaming, Inc., a Pennsylvania corporation, and its shareholders by providing a means by which the Company and its subsidiaries and affiliates shall be able to motivate directors and selected key employees (including officers) to direct their efforts to those activities that will contribute materially to the Companys success. The Plan is also intended to serve the best interests of the shareholders by linking remunerative benefits paid to employees who have substantial responsibility for the successful operation, administration and management of the Company and/or its subsidiaries and affiliates with the enhancement of shareholder value while such key employees increase their proprietary interest in the Company. Finally, the Plan is intended to enable the Company to attract and retain in its service highly qualified persons for the successful conduct of its business.

Amendment to the Wayside Technology Group, Inc. 2012 Stock-Based Compensation Plan (June 8th, 2018)

(a) Subject to the following provisions of this Section, the maximum number of shares that may be delivered to Participants (or, if applicable, their heirs, legatees or permitted transferees) under the Plan shall not exceed 1,000,000 shares of Common Stock. Any shares issued under the Plan may consist, in whole or in part, of authorized and unissued shares or treasury shares.

Css Industries, Inc. 2013 Equity Compensation Plan Restricted Stock Unit Grant (June 4th, 2018)

This RESTRICTED STOCK UNIT GRANT, dated as of ___________ __, 20__ (the "Date of Grant"), is delivered by CSS Industries, Inc. (the "Company") to <<FirstName>> <<LastName>> (the "Grantee").

Css Industries, Inc. 2013 Equity Compensation Plan Restricted Stock Unit Grant (June 4th, 2018)

This RESTRICTED STOCK UNIT GRANT, dated as of ___________ __, 20__ (the "Date of Grant"), is delivered by CSS Industries, Inc. (the "Company") to <<FirstName>> <<LastName>> (the "Grantee").

Css Industries, Inc. 2013 Equity Compensation Plan Restricted Stock Unit Grant (June 4th, 2018)

This RESTRICTED STOCK UNIT GRANT, dated as of _________ __, 20__ (the "Date of Grant"), is delivered by CSS Industries, Inc. (the "Company") to _______________ (the "Grantee").

GSI Technology, Inc. – GSI TECHNOLOGY, INC. 2019 VARIABLE COMPENSATION PLAN (Effective as of April 1, 2018) (May 31st, 2018)
Travelcenters of America Llc 2016 Equity Compensation Plan, as Amended (May 30th, 2018)
CSS INDUSTRIES, INC. 2013 EQUITY COMPENSATION PLAN (As Amended and Restated Effective as of May 22, 2018) (May 29th, 2018)

The purpose of the CSS Industries, Inc. 2013 Equity Compensation Plan (the "Plan") is to provide designated employees and officers of CSS Industries, Inc. (the "Company") and its subsidiaries and non-employee members of the Board of Directors of the Company with the opportunity to receive grants of incentive stock options, nonqualified stock options, stock units, restricted stock grants, stock appreciation rights, stock bonus awards and dividend equivalents. The Company believes that the Plan will encourage the participants to contribute materially to the growth of the Company, thereby benefitting the Company's stockholders, and will align the economic interests of the participants with those of the stockholders.

Acxiom – Amended and Restated 2005 Equity Compensation Plan of Acxiom Corporation (May 25th, 2018)
Acxiom – 2018 Equity Compensation Plan of Pacific Data Partners Llc (May 25th, 2018)
Amended and Restated 2010 Directors' Equity Compensation Plan (May 24th, 2018)
Nelnet, Inc. Directors Stock Compensation Plan (May 24th, 2018)

The purposes of this Nelnet, Inc. Directors Stock Compensation Plan are to advance the interests of Nelnet, Inc. and its shareholders by providing a means to attract, retain and motivate members of the Board of Directors of Nelnet, Inc. upon whose judgment, initiative and efforts the continued success, growth and development of Nelnet, Inc. is dependent.

The Prophase Labs, Inc. Amended and Restated 2010 Equity Compensation Plan (May 24th, 2018)
Brighthouse Financial, Inc. – Brighthouse Financial, Inc. 2017 Non- Management Director Stock Compensation Plan (Effective August 9, 2017) (May 24th, 2018)
Energous Corp – Energous Corporation 2014 Non-Employee Equity Compensation Plan (As Amended and Restated May 16, 2018) (May 22nd, 2018)

Energous Corporation sets forth herein the terms and conditions of its 2014 Non-employee Equity Compensation Plan (as Amended and Restated May 16, 2018), as follows:

First United Corporation – First United Corporation 2018 Equity Compensation Plan (May 21st, 2018)
2018 Equity Compensation Plan (May 18th, 2018)
First Amendment to Vectren Corporation At-Risk Compensation Plan (May 16th, 2018)

Vectren Corporation, an Indiana corporation (the "Company"), having previously adopted the Vectren Corporation At-Risk Compensation Plan, as amended and restated May 24, 2016 (the "Plan"), and having the right to amend the Plan under Section 12.7 of the Plan, does hereby amend Article X of the Plan to add "Except as set forth in Sections 10.5 and 10.6," to the beginning of the first sentence of Section 10.1 and to add a new Sections 10.5 and 10.6 to the end thereof, effective as of May 1, 2018:

BioNano Genomics, Inc – Bionano Genomics, Inc. Amended and Restated 2006 Equity Compensation Plan (May 14th, 2018)

The purpose of the BioNano Genomics, Inc. Amended and Restated 2006 Equity Compensation Plan (the Plan) is to provide (i) designated employees of BioNano Genomics, Inc. (the Company) and its subsidiaries, (ii) certain consultants and advisors who perform services for the Company or its subsidiaries and (iii) non-employee members of the Board of Directors of the Company (the Board) with the opportunity to receive grants of incentive stock options, nonqualified stock options, stock awards, stock units, stock appreciation rights and other equity-based awards. The Company believes that the Plan will encourage the participants to contribute materially to the growth of the Company, thereby benefiting the Companys members, and will align the economic interests of the participants with those of the members.

BioNano Genomics, Inc – BioNano Genomics, Inc. Amended and Restated 2006 Equity Compensation Plan NOTICE OF STOCK OPTION GRANT (May 14th, 2018)

By clicking the ACCEPT button below, you and the Company agree that this option is granted under and governed by the terms and conditions of the BioNano Genomics, Inc. Amended and Restated 2006 Equity Compensation Plan (the Plan), the Option Agreement and any ancillary documents, all of which you can access through a link from this Notice of Grant and made a part of this document. Before you may electronically sign this Notice of Grant, you must click on and review the linked Plan, Option Agreement and any ancillary documents. PLEASE BE SURE TO READ THE OPTION AGREEMENT, WHICH CONTAINS THE SPECIFIC TERMS AND CONDITIONS OF THIS OPTION, INCLUDING INFORMATION CONCERNING CANCELLATION AND TERMINATION OF THIS OPTION.

United Community Bancorp – Employee Severance Compensation Plan (May 11th, 2018)

The primary purpose of the United Community Bank Employee Severance Compensation Plan (the "Plan") is to ensure the successful continuation of the business of United Community Bank (the "Bank") and the fair and equitable treatment of the Bank's employees following a Change in Control (as defined below). The Plan was originally adopted in 2006, was amended and restated in 2008 to conform with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code") and is hereby amended and restated in its entirety effective January 15, 2018.

Enbridge Inc. Directors' Compensation Plan (May 10th, 2018)

The purpose of this Plan is to provide a compensation system for Directors. This Plan applies only to the members of the Board and does not apply to board members of affiliate organizations or employees of the Corporation or any of its subsidiaries.

Non-Employee Directors' Compensation Plan (May 9th, 2018)

The Company hereby establishes this Plan to assist the Company in attracting and retaining persons of competence and stature who are not employees to serve as Directors by providing them with competitive retainers, an ownership interest in the Company, and the opportunity to defer Retainers.

Axis Capital Holdings Limited 2017 Long-Term Equity Compensation Plan (May 9th, 2018)

You (the "Participant") have been granted an award of Restricted Stock Units (the "Award") with a value based on ordinary shares, par value $0.0125 per share ("Shares"), of AXIS Capital Holdings Limited, a Bermuda company (the "Company"), pursuant to the AXIS Capital Holdings Limited 2017 Long-Term Equity Compensation Plan (the "Plan"). The date of grant of the Award (the "Award Date"), the vesting start date (the "Vesting Start Date") and the base number of Restricted Stock Units subject to the Award (the "Target Number") are as set forth in your restricted stock unit account maintained on the Morgan Stanley Benefit Access website or such other website as may be designated by the Compensation Committee of the Board of Directors of AXIS Capital Holdings Limited (the "Committee"). The actual number of Restricted Stock Units that you will be eligible to earn with respect to this Award (the "Award Units"), subject to meeting the applicable service and performance vesting requirements, w

nVent Electric plc – Nvent Electric Plc Compensation Plan for Non-Employee Directors (May 8th, 2018)
SPAR Group, Inc. – 2018 STOCK COMPENSATION PLAN OF SPAR GROUP, INC. Effective as of May 2, 2018 (May 8th, 2018)
MSCI Inc – 20[*] Award Agreement for Restricted Stock Units for Directors Under the Msci Inc. 2016 Non-Employee Directors Compensation Plan (May 4th, 2018)

MSCI Inc. ("MSCI," together with its subsidiaries, the "Company") hereby grants to you Restricted Stock Units ("RSUs") as described below. The awards are being granted under the MSCI Inc. 2016 Non-Employee Directors Compensation Plan (as may be amended from time to time, the "Plan").

Skyworks Solutions, Inc. Cash Compensation Plan for Directors (May 4th, 2018)

Directors who are not employees of Skyworks Solutions, Inc. (the "Company"), are paid an annual retainer of $70,000. Additional annual retainers are paid to the Chairman of the Board* ($50,000); the Chairman of the Audit Committee ($30,000); the Chairman of the Compensation Committee ($20,000); and the Chairman of the Nominating and Governance Committee ($15,000). Additional annual retainers are also paid to directors who serve on committees in roles other than as Chairman as follows: Audit Committee ($12,000); Compensation Committee ($10,000); and Nominating and Corporate Governance Committee ($5,000). All retainers are paid in quarterly installments. In addition, the Compensation Committee retains discretion to recommend to the full Board of Directors that additional cash payments be made to a non-employee director(s) for extraordinary service during a fiscal year.

Chemours Co – The CHEMOURS COMPANY STOCK ACCUMULATION AND DEFERRED COMPENSATION PLAN FOR DIRECTORS (As Amended and Restated Effective [ ], 2018) (May 4th, 2018)
American Water Works – American Water Works Company, Inc. 2017 Omnibus Equity Compensation Plan Performance Stock Unit Grant (May 2nd, 2018)

This PERFORMANCE STOCK UNIT GRANT, dated as of February 14, 2018, (the "Date of Grant"), is delivered by American Water Works Company, Inc. (the "Company") to __________________ (the "Participant").

American Water Works – American Water Works Company, Inc. 2017 Omnibus Equity Compensation Plan Restricted Stock Unit Grant (May 2nd, 2018)

This RESTRICTED STOCK UNIT GRANT, dated as of February 14, 2018 (the "Date of Grant"), is delivered by American Water Works Company, Inc. (the "Company") to __________________ (the "Participant").

American Water Works – American Water Works Company, Inc. 2017 Omnibus Equity Compensation Plan Performance Stock Unit Grant (May 2nd, 2018)

This PERFORMANCE STOCK UNIT GRANT, dated as of February 14, 2018, (the "Date of Grant"), is delivered by American Water Works Company, Inc. (the "Company") to Loyd A. Warnock (the "Participant").