REPLACEMENT CAPITAL COVENANT by METLIFE, INC. dated as of December 12, 2007Replacement Capital Covenant • February 27th, 2013 • Metlife Inc • Life insurance
REPLACEMENT CAPITAL COVENANT, dated as of December 12, 2007 (this “Replacement Capital Covenant”), by MetLife, Inc., a Delaware corporation (together with its successors and assigns, the “Corporation”), in favor of and for the benefit of each Covered Debtholder (as defined below).
MANAGEMENT STOCK OPTION AGREEMENTManagement Stock Option Agreement • February 27th, 2013 • Metlife Inc • Life insurance • New York
MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Stock Options (your “Options”). Each Option entitles you to purchase one Share for $[closing price on date of grant] per Share (the “Exercise Price”). Your Options are subject to the terms and conditions of this Management Stock Option Agreement (this “Agreement”) and the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”).
MANAGEMENT PERFORMANCE SHARE AGREEMENTManagement Performance Share Agreement • February 27th, 2013 • Metlife Inc • Life insurance • New York
MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Performance Shares (your “Performance Shares”). Your Performance Shares are subject to the terms and conditions of this Management Performance Share Agreement (this “Agreement”) and the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”).
AMENDMENT TO METLIFE POLICYHOLDER TRUST AGREEMENTMetlife Policyholder Trust Agreement • February 27th, 2013 • Metlife Inc • Life insurance • Delaware
AMENDMENT TO METLIFE POLICYHOLDER TRUST AGREEMENT (the “Amendment Agreement”), dated November 8, 2001, by and among Metropolitan Life Insurance Company, a New York corporation, MetLife, Inc., a Delaware corporation, Mellon Investor Services LLC, a limited liability company organized under the laws of New Jersey (formerly known as ChaseMellon Shareholder Services, L.L.C.), as custodian of the Interests under the MetLife Policyholder Trust Agreement, and Wilmington Trust Company, a Delaware banking company, not in its individual capacity but solely as Trustee (collectively, the “Parties”).
AMENDMENT TO MANAGEMENT PERFORMANCE SHARE AGREEMENTSManagement Performance Share Agreement • February 27th, 2013 • Metlife Inc • Life insurance • Delaware
Pursuant to the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”), MetLife, Inc. hereby amends each of your Management Performance Share Agreements (the “Agreements”) as of December 31, 2007, as follows (this “Amendment”):
MANAGEMENT PERFORMANCE SHARE AGREEMENTManagement Performance Share Agreement • February 27th, 2013 • Metlife Inc • Life insurance • New York
MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Performance Shares (your “Performance Shares”). Your Performance Shares are subject to the terms and conditions of this Management Performance Share Agreement (this “Agreement”) and the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”).
METLIFE, INC., ISSUER AND BANK ONE TRUST COMPANY, N.A., TRUSTEE FOURTH SUPPLEMENTAL INDENTURE DATED AS OF DECEMBER 10, 2002 DUE DECEMBER 15, 2032Fourth Supplemental Indenture • February 27th, 2013 • Metlife Inc • Life insurance
MANAGEMENT RESTRICTED STOCK UNIT AGREEMENTManagement Restricted Stock Unit Agreement • February 27th, 2013 • Metlife Inc • Life insurance • New York
MetLife, Inc. confirms that, on [grant date] (the “Grant Date”), it granted you, [name], [number] Restricted Stock Units (your “Units”). Your Units are subject to the terms and conditions of this Management Restricted Stock Unit Agreement (this “Agreement”) and the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”).
AMENDMENT TO MANAGEMENT PERFORMANCE SHARE AGREEMENTSManagement Performance Share Agreement • February 27th, 2013 • Metlife Inc • Life insurance • Delaware
Pursuant to the MetLife, Inc. 2005 Stock and Incentive Compensation Plan (the “Plan”), MetLife, Inc. hereby amends each of your Management Performance Share Agreements (the “Agreements”) as of April 25, 2007, as follows (this “Amendment”):
