0001193125-13-080164 Sample Contracts

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ENPRO INDUSTRIES, INC. LONG-TERM INCENTIVE PLAN
Target Ltip Award • February 27th, 2013 • Enpro Industries, Inc • Gaskets, packg & sealg devices & rubber & plastics hose • North Carolina

You have been granted by EnPro Industries, Inc. (the “Company”) a Target LTIP Award under the Company’s Long-Term Incentive Plan for the three-year performance period 2013 through 2015, comprised of the following:

ENPRO INDUSTRIES, INC. (2009 AMENDMENT AND RESTATEMENT), AS AMENDED OUTSIDE DIRECTOR PHANTOM SHARES AWARD AGREEMENT
Shares Award Agreement • February 27th, 2013 • Enpro Industries, Inc • Gaskets, packg & sealg devices & rubber & plastics hose

This Outside Director Phantom Shares Award Agreement (the “Agreement”) is made between EnPro Industries, Inc., a North Carolina corporation (the “Company”), and you, an Outside Director of the Company.

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