0001193125-09-040927 Sample Contracts

ZIONS BANCORPORATION CHANGE IN CONTROL AGREEMENT SENIOR EXECUTIVES (3X) May 23, 2008
Change in Control Agreement • February 27th, 2009 • Zions Bancorporation /Ut/ • National commercial banks • Utah

Zions Bancorporation (the “Company”) considers it essential to the best interests of its shareholders to foster the continuous employment of key management personnel. In connection with this, the Company’s Board of Directors (the “Board”) recognizes that, as is the case with many publicly held corporations, the possibility of a change in control of the Company may exist and that the uncertainty and questions that it may raise among management Could result in the departure or distraction of management personnel to the detriment of the Company and its shareholders.

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ZIONS BANCORPORATION PERFORMANCE RESTRICTED STOCK AWARD AGREEMENT
Performance Restricted Stock Award Agreement • February 27th, 2009 • Zions Bancorporation /Ut/ • National commercial banks • Utah

This Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of the date set forth on Exhibit A (the “Grant Date”) by and between Zions Bancorporation, a Utah corporation (the “Company”), and the person named on Exhibit A (the “Grantee”) pursuant to the Company’s 2005 Stock Option and Incentive Plan (the “Plan”). Capitalized terms not defined in this Agreement have the meanings ascribed to them in the Plan.

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