0001166126-17-000030 Sample Contracts

Name[Participant Name] Employee ID[Employee ID] Date of Grant[Grant Date] Number of Restricted Stock Units Granted[Shares Granted]
Restricted Stock Unit Grant Agreement • June 7th, 2017 • J C Penney Co Inc • Retail-department stores • Delaware
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Name[Associate Name] Employee ID[Employee ID] Date of Grant[Grant Date] Number of Performance Units Granted[Grant Amount]
J C Penney Co Inc • June 7th, 2017 • Retail-department stores

You have been granted the number of Performance Units listed above in recognition of your expected future contributions to the success of J. C. Penney Company, Inc. (“Company”). This Performance Unit grant is a “target” award, which means that the number of Performance Units you will actually receive under this grant may increase or decrease based on the Company’s actual results for the Performance Cycle in the Payout Matrix established by the independent members of the Board of Directors (“Board”) and set out below. Unless otherwise noted, this grant is subject to all the terms, rules, and conditions of the 2016 J. C. Penney Company, Inc. Long-Term Incentive Plan (“Plan”) and the implementing resolutions (“Resolutions”) approved by the Human Resources and Compensation Committee of the Board (“Committee”). Capitalized terms not otherwise defined herein shall have the respective meanings assigned to them in the Plan and the Resolutions, as applicable. In order to receive the benefits un

Name[Participant Name] Employee ID[Employee ID] Date of Grant[Grant Date] Option Grant Price Per Share [Grant Price] Number of NSO Shares Granted[Shares Granted]
J C Penney Co Inc • June 7th, 2017 • Retail-department stores

This Non-Qualified Stock Option ("NSO") Grant Agreement (“Agreement”) gives you the right to purchase the total number of shares of Common Stock of 50 par value ("Common Stock") of J. C. Penney Company, Inc. ("Company") at the Option Grant Price Per Share shown above. This grant is subject to all the terms, rules, and conditions of the 2016 J. C. Penney Company, Inc. Long-Term Incentive Plan (“Plan”) and the implementing resolutions (“Resolutions”) approved by the Human Resources and Compensation Committee (“Committee”) of the Company’s Board of Directors (“Board”). Capitalized terms not otherwise defined herein shall have the respective meanings assigned to them in the Plan and the Resolutions. In order to receive the benefits under this Agreement, you must affirmatively accept the terms of this Agreement by signing it, whether physically or via alternative electronic means acceptable to the Company, acknowledging your acceptance of the terms under which this Stock Option award is gra

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