RE: Change in Control AgreementAshland Inc. • October 9th, 2015 • Wholesale-chemicals & allied products • Kentucky
Ashland Inc. considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interest of the Company and its shareholders. In this regard, the Company recognizes that, as is the case with many publicly-held corporations, the possibility of a Change in Control of the Company does exist and that such possibility, and the uncertainty and questions which a Change in Control of the Company may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company and its shareholders. In addition, difficulties in attracting and retaining new senior management personnel may be experienced. Accordingly, on the basis of the recommendation of the Personnel and Compensation Committee of the Board, the Board has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of certain members of the Company's management, includin
PERFORMANCE-BASED RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • October 9th, 2015 • Ashland Inc. • Wholesale-chemicals & allied products
Ashland Inc. (“Ashland”) hereby confirms the grant of a Performance-Based Restricted Stock Award (this “Award”) with respect to the number of shares of Ashland common stock, par value $0.01 per share (“Common Stock”) set forth above, subject to certain restrictions and forfeiture conditions as described herein (the shares of “Restricted Stock”), to the above-named Participant (the “Participant” or “you”), pursuant to the 2015 Ashland Inc. Incentive Plan (the “Plan”) (Attachment 1) and this Performance-Based Restricted Stock Agreement (this “Agreement”), in order to provide the Participant with an additional incentive to continue his/her services to Ashland and to continue to work towards the consummation of the transaction, or series of transactions, initially approved in principle by the Ashland Board of Directors on September 16, 2015, intended to separate the Valvoline business from Ashland’s specialty chemicals business and create two independent, publicly traded companies (the con
