0001193125-12-205027 Sample Contracts

THE TIMKEN COMPANY Time-Based Restricted Stock Unit Agreement

Time-Based Restricted Stock Unit Agreement • May 2nd, 2012 • Timken Co • Ball & roller bearings • Ohio

• Contract Type
  Time-Based Restricted Stock Unit Agreement
• Filed
  May 2nd, 2012
• Company
  Timken Co
• Industry
  Ball & roller bearings
• Jurisdiction
  Ohio

WHEREAS, the grant of Restricted Stock Units evidenced hereby was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board that was duly adopted on , and the execution of a Restricted Stock Unit Agreement in the form hereof (this “Agreement”) was authorized by a resolution of the Committee duly adopted on .

THE TIMKEN COMPANY Performance-Based Restricted Stock Unit Agreement

Performance-Based Restricted Stock Unit Agreement • May 2nd, 2012 • Timken Co • Ball & roller bearings • Ohio

• Contract Type
  Performance-Based Restricted Stock Unit Agreement
• Filed
  May 2nd, 2012
• Company
  Timken Co
• Industry
  Ball & roller bearings
• Jurisdiction
  Ohio

WHEREAS, the grant of performance-based Restricted Stock Units evidenced hereby was authorized by a resolution of the Compensation Committee (the “Committee”) of the Board that was duly adopted on , and the execution of a performance-based Restricted Stock Unit Agreement in the form hereof (this “Agreement”) was authorized by a resolution of the Committee duly adopted on .