0000078890-19-000013 Sample Contracts

To: From: Date: Subject: Performance Share Units Award Agreement (Internal Metric)
Performance Share Units Award Agreement • February 26th, 2019 • Brinks Co • Arrangement of transportation of freight & cargo • Texas

Pursuant to The Brink’s Company 2017 Equity Incentive Plan (the “Plan”), on ___________ (the “Date of Grant”), the Compensation and Benefits Committee (the "Committee") of the Board of Directors of The Brink’s Company (the “Company”) granted to you this award (this “Award”) of performance share units (“PSUs”). Subject to attainment of the applicable vesting conditions, each PSU represents the right to a future payment of one share of common stock of the Company (a “Share”). The target number of PSUs that may become earned and payable pursuant to this Award is ________ (the “Target Number”), although, as described below, the number of PSUs that may become earned and payable under this Award may be less than the Target Number of PSUs, depending on satisfaction of the performance goals set forth on Schedule I hereto (the “Performance Goals”). Capitalized terms that are used but not defined herein or in the attached award agreement (collectively, this “Award Agreement”) shall have the mean

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To: From: Date: Subject: Restricted Stock Unit (RSU) Award Agreement
Restricted Stock Unit (Rsu) Award Agreement • February 26th, 2019 • Brinks Co • Arrangement of transportation of freight & cargo • Texas

On _________ (the “Grant Date”), the Compensation and Benefits Committee (the "Committee") of the Board of Directors of The Brink’s Company (the “Company”) in accordance with the terms of The Brink’s Company 2017 Equity Incentive Plan (the “Plan”) granted you an award (this “Award”) of ______ restricted stock units (“RSUs”). Subject to attainment of the applicable vesting conditions, each RSU represents the right to a future payment of one share of common stock of the Company (a “Share”). Capitalized terms that are used but not defined herein or in the Terms and Conditions attached hereto (collectively, this “Award Agreement”) shall have the meanings ascribed to such terms in the Plan.

CONSULTING AGREEMENT
Consulting Agreement • February 26th, 2019 • Brinks Co • Arrangement of transportation of freight & cargo • Virginia

This CONSULTING AGREEMENT, dated as of December 31, 2018 (this “Agreement”), is made by and between The Brink’s Company (the “Company”) and McAlister C. Marshall, II (the “Consultant”). The parties have mutually agreed that Consultant’s tenure as Senior Vice President, General Counsel and Chief Administrative Officer of the Company will end effective as of the close of business on December 31, 2018, and in consideration of the mutual covenants, undertakings, and consideration set forth herein, the parties hereby agree to certain changes to the terms of Consultant’s continued employment with the Company as follows:

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