0001193125-13-200743 Sample Contracts

MATERIAL SCIENCES CORPORATION RESTRICTED STOCK AWARD AGREEMENT MERIT/STOCK EXCHANGE PROGRAM UNDER THE 2012 INCENTIVE COMPENSATION PLAN
Restricted Stock Award Agreement • May 6th, 2013 • Material Sciences Corp • Coating, engraving & allied services • Illinois

Material Sciences Corporation, a Delaware corporation (the “Company”), hereby grants to (“Employee”), pursuant to the Merit/Stock Exchange Program under the Material Sciences Corporation 2012 Incentive Compensation Plan, shares (the “Restricted Shares”) of its common stock, $.02 par value (the “Common Stock”), subject to the terms, conditions and restrictions set forth in this Agreement. The award of the Restricted Shares is subject to the terms and conditions set forth in the 2012 Incentive Compensation Plan and the following terms and conditions:

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MATERIAL SCIENCES CORPORATION FY 201_ LONG-TERM INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • May 6th, 2013 • Material Sciences Corp • Coating, engraving & allied services • Illinois

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is entered into between Material Sciences Corporation, a Delaware corporation (the “Company”), and (“Employee”), pursuant to the MATERIAL SCIENCES CORPORATION 2012 Incentive Compensation Plan (the “Plan”), to document an award made as of , 201 (“Grant Date”). All capitalized terms used, but otherwise not defined herein, have the meanings set forth in the Plan.

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