0001193125-15-313679 Sample Contracts

TEMPUR SEALY INTERNATIONAL, INC. LONG-TERM INCENTIVE PLAN
Performance Restricted Stock Unit Award Agreement • September 8th, 2015 • Tempur Sealy International, Inc. • Household furniture

This 2015 Performance Restricted Stock Unit Award Agreement (this “Agreement”), dated as of September 4, 2015, is between Tempur Sealy International, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the individual identified below (the “Grantee”).

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TEMPUR SEALY INTERNATIONAL, INC. Matching Performance Restricted Stock Unit Award Agreement (Scott Thompson)
Matching Performance Restricted Stock Unit Award Agreement • September 8th, 2015 • Tempur Sealy International, Inc. • Household furniture • Delaware

This Matching Performance Restricted Stock Unit Award Agreement (this “Agreement”), dated as of September 4, 2015, is between Tempur Sealy International, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the individual identified below, residing at the address there set out (the “Recipient”).

Subscription Agreement
Subscription Agreement • September 8th, 2015 • Tempur Sealy International, Inc. • Household furniture • Delaware

THE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR ANY OTHER JURISDICTION. THERE ARE FURTHER RESTRICTIONS ON THE TRANSFERABILITY OF THE SECURITIES DESCRIBED HEREIN.

TEMPUR SEALY INTERNATIONAL, INC. Restricted Stock Unit Award Agreement (Scott Thompson)
Restricted Stock Unit Award Agreement • September 8th, 2015 • Tempur Sealy International, Inc. • Household furniture • Delaware

This Restricted Stock Unit Award Agreement (this “Agreement”), dated as of September 4, 2015, is between Tempur Sealy International, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the individual identified below, residing at the address there set out (the “Recipient”).

TEMPUR SEALY INTERNATIONAL, INC. Stock Option Agreement Scott Thompson
Stock Option Agreement • September 8th, 2015 • Tempur Sealy International, Inc. • Household furniture • Delaware

This Stock Option Agreement dated as of September 4, 2015 (this “Agreement”), is between Tempur Sealy International, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and the individual identified below, residing at the address there set out (the “Optionee”).

EMPLOYMENT AND NON-COMPETITION AGREEMENT (Scott Thompson)
Employment Agreement • September 8th, 2015 • Tempur Sealy International, Inc. • Household furniture • Kentucky

THIS EMPLOYMENT AND NON-COMPETITION AGREEMENT (the “Agreement”) is executed as of this 4th day of September, 2015 (referred to as the “Effective Date” or the “Date of Hire”), by and between Tempur Sealy International Inc., a Delaware corporation (the “Company”), and Scott Thompson, an individual (“Employee”).

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