] Shares SCHNEIDER NATIONAL, INC. CLASS B COMMON STOCK, NO PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • New York
SCHNEIDER NATIONAL, INC. DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Schneider National, Inc., a Wisconsin corporation (the “Company”), and [ ] (the “Participant”).
Re: Non-Compete and No-Solicitation AgreementSchneider National, Inc. • March 7th, 2017 • Trucking (no local) • Wisconsin
As a key employee of the Schneider organization, and as a member of the Enterprise Leadership Circle, you have had, and will in the future have access to the strategies, business plans, financial data, and other confidential business information and trade secrets of Schneider. You also may have such contact with the customers and suppliers of Schneider that they associate you with the goodwill of Schneider.
Re: Key Employee Confidentiality AgreementSchneider National, Inc. • March 7th, 2017 • Trucking (no local) • Wisconsin
As a key employee of the Schneider organization, you have and will have access to certain “Confidential Information” and “Trade Secrets,” which are defined below. Such Confidential Information and Trade Secrets have been developed and maintained through the investment of considerable time, effort and expense by Schneider and represent significant corporate assets of Schneider. Such Confidential Information must be subject to reasonable safeguards and protections such as protections against its unauthorized or improper use or disclosure. This letter represents an important aspect of protection of Confidential Information as set forth in this Confidentiality Agreement (“Agreement”).
SCHNEIDER NATIONAL, INC. PERFORMANCE-BASED RESTRICTED SHARE AWARD AGREEMENTAward Agreement • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS PERFORMANCE-BASED RESTRICTED SHARE AWARD AGREEMENT (this “Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Schneider National, Inc., a Wisconsin corporation (the “Company”), and [ ] (the “Participant”).
Schneider National, Inc. Omnibus Long-Term Incentive Plan Stock Appreciation Rights Award Agreement You have been selected to receive a grant of Stock Appreciation Rights pursuant to the Schneider National, Inc. Omnibus Long-Term Incentive Plan, as...Schneider National, Inc. • March 7th, 2017 • Trucking (no local)
THIS AGREEMENT, effective as of the Date of Grant set forth above, represents the grant of SARs by Schneider National, Inc., a Wisconsin corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.
SCHNEIDER NATIONAL, INC. RESTRICTED SHARE AWARD AGREEMENTRestricted Share • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS RESTRICTED SHARE AWARD AGREEMENT (this “Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Schneider National, Inc., a Wisconsin corporation (the “Company”), and [ ] (the “Participant”).
SCHNEIDER NATIONAL, INC. NONQUALIFIED STOCK OPTION AWARD AGREEMENTNonqualified Stock Option • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS NONQUALIFIED STOCK OPTION AWARD AGREEMENT (this “Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Schneider National, Inc., a Wisconsin corporation (the “Company”), and [ ] (the “Participant”).
Participant: Date of Award: Vesting Date of Award: Target Dollar Value of Cash Award: Performance Period: Performance Measure #1: 5 year average Return on Capital (ROC) Target Level of Performance Measure #1: Performance Measure #2: 5 year Net Income...Schneider National, Inc. • March 7th, 2017 • Trucking (no local)
THIS AGREEMENT, effective as of the Date of Award set forth above, represents the Cash Based Award by Schneider National, Inc., a Wisconsin corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.
SCHNEIDER NATIONAL, INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Schneider National, Inc., a Wisconsin corporation (the “Company”), and [ ] (the “Participant”).
Re: Confidentiality AgreementSchneider National, Inc. • March 7th, 2017 • Trucking (no local) • Wisconsin
As a key employee of the Schneider organization, and as a member of the Enterprise Leadership Circle, you have and will have access to certain “Confidential Information” and “Trade Secrets,” which are defined below. Such Confidential Information and Trade Secrets have been developed and maintained through the investment of considerable time, effort and expense by Schneider and represent significant corporate assets of Schneider. Such Confidential Information must be subject to reasonable safeguards and protections such as protections against its unauthorized or improper use or disclosure. This letter represents an important aspect of protection of Confidential Information as set forth in this Confidentiality Agreement (“Agreement”).
Schneider National, Inc. Omnibus Long-Term Incentive Plan Restricted Stock Award Agreement You have been selected to receive a grant of Shares of Restricted Stock pursuant to the Schneider National, Inc. Omnibus Long-Term Incentive Plan (the “Plan”),...Restricted Stock Award Agreement • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS AGREEMENT, effective as of the Date of Grant set forth above, represents the grant of Restricted Stock by Schneider National, Inc., a Wisconsin corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.
Schneider National, Inc. Long-Term Incentive Award Agreement-Term Incentive Award Agreement • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS AGREEMENT, effective as of the Date of Award set forth above (this “Agreement”), represents the award of a Retention Credit by Schneider National, Inc. (the “Company”) to the Participant named above, pursuant to the provisions of the Plan, and is an Award Agreement, as that term is used in the Plan.
SCHNEIDER NATIONAL, INC. RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit • March 7th, 2017 • Schneider National, Inc. • Trucking (no local) • Wisconsin
THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of [ ] (the “Date of Grant”), is made by and between Schneider National, Inc., a Wisconsin corporation (the “Company”), and [ ] (the “Participant”).
