0001140361-15-042454 Sample Contracts

Performance Share Award Agreement under the TrustCo Bank Corp NY Amended and Restated 2010 Equity Incentive Plan
Performance Share Award Agreement • November 20th, 2015 • Trustco Bank Corp N Y • State commercial banks • New York

This Performance Share Award Agreement (this “Agreement”) under the TrustCo Bank Corp NY Amended and Restated 2010 Equity Incentive Plan, as amended (the “Plan”), dated as of the grant date set forth below, is made between TrustCo Bank Corp NY (the “Company”) and the Participant set forth below. Capitalized terms not defined herein shall have the meaning ascribed to them in the Plan.

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Incentive Stock Option Award Agreement
Incentive Stock Option Award Agreement • November 20th, 2015 • Trustco Bank Corp N Y • State commercial banks • New York

This Incentive Stock Option Award Agreement (this “Agreement”) under the TrustCo Bank Corp NY Amended and Restated 2010 Equity Incentive Plan, dated as of the Grant Date set forth below, is made between TrustCo Bank Corp NY (the “Company”) and the Participant set forth below.

Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • November 20th, 2015 • Trustco Bank Corp N Y • State commercial banks • New York

This Restricted Stock Unit Award Agreement (this “Agreement”) under the TrustCo Bank Corp NY Amended and Restated 2010 Equity Incentive Plan, as amended (the “Plan”), dated as of the Grant Date set forth below, is made between TrustCo Bank Corp NY (the “Company”) and the Participant set forth below.

Directors Restricted Stock Unit Award Agreement
Directors Restricted Stock Unit Award Agreement • November 20th, 2015 • Trustco Bank Corp N Y • State commercial banks • New York

This Directors Restricted Stock Unit Award Agreement (this “Agreement”) under the TrustCo Bank Corp NY Amended and Restated 2010 Directors Equity Incentive Plan (the “Plan”), dated as of the Grant Date set forth below, is made between TrustCo Bank Corp NY (the “Company”) and the Participant set forth below.

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