0000099780-23-000013 Sample Contracts

TRINITY INDUSTRIES, INC. RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 21st, 2023 • Trinity Industries Inc • Railroad equipment

THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”), by and between TRINITY INDUSTRIES, INC. (hereinafter called the “Company”) and [NAME] (hereinafter called, the “Grantee”), is made as of [DATE] (the “Date of Grant”).

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TRINITY INDUSTRIES, INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT PERFORMANCE PERIOD 20[___]-20[___]
Grant Agreement • February 21st, 2023 • Trinity Industries Inc • Railroad equipment

THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT AGREEMENT (the “Agreement”), is made by and between TRINITY INDUSTRIES, INC. (hereinafter called, the “Company”) and [NAME] (hereinafter called, the “Grantee”), is made as of [DATE] (the “Date of Grant”); the performance period for this award is the three-year period [DATES] (the “Performance Period”).

AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • February 21st, 2023 • Trinity Industries Inc • Railroad equipment • New York

THIS AMENDMENT NO. 1 TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is made as of December 22, 2022, by and among TRINITY INDUSTRIES, INC., a Delaware corporation (the “Borrower”), the lenders listed on the signature pages hereof (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”), under that certain Second Amended and Restated Credit Agreement, dated as of July 25, 2022, by and among the Borrower, the lenders from time to time party thereto and the Administrative Agent (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used but not otherwise defined herein shall have the meaning given to them in the Credit Agreement.

SECOND AMENDMENT to the FIFTH AMENDED AND RESTATED WAREHOUSE LOAN AGREEMENT
Warehouse Loan Agreement • February 21st, 2023 • Trinity Industries Inc • Railroad equipment • New York

This SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED WAREHOUSE LOAN AGREEMENT (this “Amendment”), dated as of December 15, 2022 is entered into by and among TRINITY INDUSTRIES LEASING COMPANY, a Delaware corporation, TRINITY RAIL LEASING WAREHOUSE TRUST (formerly known as Trinity Rail Leasing Trust II), a Delaware statutory trust (the “Borrower”), the banks and other lending institutions from time to time party thereto, CCS - REDIT SUISSE AG, NEW YORK BRANCH (formerly known as Credit Suisse, New York Branch), as Agent for the Lenders, and WILMINGTON TRUST COMPANY, in its capacity as Collateral Agent and Depositary. Capitalized terms used but not defined herein have the meaning set forth in the Fifth Amended Loan Agreement (as defined below).

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