0000950123-08-002207 Sample Contracts

RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • February 28th, 2008 • Kbw, Inc. • Security brokers, dealers & flotation companies • Delaware

THIS AGREEMENT, between KBW, Inc., a Delaware corporation (the “Corporation”), and the employee (the “Employee”) executing this agreement (the “Agreement”), dated as of the Date of Grant (the “Grant Date”) in the letter dated February 5, 2008 (the “February 5 Notification Letter”) attached hereto (which letter insofar as it specifies Date of Grant (“Grant Date”), Number of Shares and Market Value as of Grant Date is expressly made a part hereof).

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CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • February 28th, 2008 • Kbw, Inc. • Security brokers, dealers & flotation companies • New York

AGREEMENT, dated as of the first day of February, 2008 (this “Agreement”), by and between KBW, Inc., a Delaware corporation (the “Company”), and Mitchell B. Kleinman, Executive Vice President and General Counsel (the “Executive”).

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