0001047469-14-001484 Sample Contracts

CHANGE IN CONTROL SEVERANCE AGREEMENT
Change in Control Severance Agreement • February 27th, 2014 • CF Industries Holdings, Inc. • Agricultural chemicals • Illinois

THIS AGREEMENT, effective as of September 1, 2009, amended as of October 20, 2010, and amended further and restated as of February 17, 2014, is made by and between CF Industries Holdings, Inc., a Delaware corporation (the “Company”), and Christopher D. Bohn (the “Executive”).

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CF INDUSTRIES HOLDINGS, INC. 2009 EQUITY AND INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • February 27th, 2014 • CF Industries Holdings, Inc. • Agricultural chemicals

Vesting Date: All Restricted Stock Units will vest on the third anniversary of the Grant Date, but shall be subject to forfeiture or accelerated vesting as described herein.

CF INDUSTRIES HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AWARD AGREEMENT
Non-Qualified Stock Option Award Agreement • February 27th, 2014 • CF Industries Holdings, Inc. • Agricultural chemicals • Delaware

Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms as defined in the CF Industries Holdings, Inc. 2009 Equity and Incentive Plan (the “Plan”). Please review this Non-Qualified Stock Option Award Agreement and promptly return a signed copy to Wendy Jablow Spertus in order to render the grant effective.

December 18, 2013 Re: Amendment to Equity Award Agreements Dear Steve:
Equity Award Agreement • February 27th, 2014 • CF Industries Holdings, Inc. • Agricultural chemicals

This letter (this “Amendment”) sets forth an amendment to the terms of your award agreements (“Award Agreements”) covering your outstanding stock option and restricted stock awards of CF Industries Holdings, Inc. (the “Company”) identified on Exhibit A hereto (the “Awards”). This letter revises the Awards to provide for their continued vesting during any period in which you continue to serve as a director on the Board of Directors of the Company notwithstanding that your employment with the Company has terminated.

CF INDUSTRIES HOLDINGS, INC. 2009 EQUITY AND INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT AWARD AGREEMENT
Performance Restricted Stock Unit Award Agreement • February 27th, 2014 • CF Industries Holdings, Inc. • Agricultural chemicals

Vesting Date: The Performance Restricted Stock Units will vest on the third anniversary of the Grant Date, subject to the attainment of the performance goals set forth on Exhibit A hereto, but shall be subject to forfeiture or accelerated vesting as described herein.

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