0001564590-21-025492 Sample Contracts

TIVITY HEALTH, INC. SECOND AMENDED AND RESTATED 2014 STOCK INCENTIVE PLAN
Restricted Stock Unit Award Agreement • May 7th, 2021 • Tivity Health, Inc. • Services-misc health & allied services, nec • Delaware

This 2020 RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”), dated GRANT DATE (the “Grant Date”), is by and between Tivity Health, Inc., a Delaware corporation (the “Company”), and PARTICIPANT NAME (the “Grantee”), under the Company’s Second Amended and Restated 2014 Stock Incentive Plan (the “Plan”). Terms not otherwise defined herein shall have the meanings given to them in the Grantee’s employment agreement or offer letter with the Company (as may be amended from time to time, the “Employment Agreement”), if applicable, or in the absence of an Employment Agreement or if not defined in an Employment Agreement, then the meanings given to them in the Plan.

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CHANGE OF CONTROL AGREEMENT
Change of Control Agreement • May 7th, 2021 • Tivity Health, Inc. • Services-misc health & allied services, nec • Tennessee

THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”), dated as of the date signed by the Executive whose name appears on the signature page of this Agreement (the “Executive”) is made by and between the Executive and Tivity Health, Inc., a Delaware corporation (the “Company”).

TIVITY HEALTH, INC. SECOND AMENDED AND RESTATED 2014 STOCK INCENTIVE PLAN (DIRECTORS)
2020 Restricted Stock Unit Award Agreement • May 7th, 2021 • Tivity Health, Inc. • Services-misc health & allied services, nec • Delaware

This 2020 RESTRICTED STOCK UNIT AWARD AGREEMENT (the "Agreement"), dated GRANT DATE (“Grant Date”), is by and between Tivity Health, Inc., a Delaware corporation (the "Company"), and PARTICIPANT NAME (the "Director"), under the Company's Second Amended and Restated 2014 Stock Incentive Plan (the "Plan"). Terms not otherwise defined herein shall have the meanings given to them in the Plan.

TIVITY HEALTH, INC. SECOND AMENDED AND RESTATED 2014 STOCK INCENTIVE PLAN (DIRECTORS)
Restricted Stock Unit Award Agreement • May 7th, 2021 • Tivity Health, Inc. • Services-misc health & allied services, nec • Delaware

This 2020 RESTRICTED STOCK UNIT AWARD AGREEMENT (the "Agreement"), dated GRANT DATE (“Grant Date”), is by and between Tivity Health, Inc., a Delaware corporation (the "Company"), and PARTICIPANT NAME (the "Director"), under the Company's Second Amended and Restated 2014 Stock Incentive Plan (the "Plan"). Terms not otherwise defined herein shall have the meanings given to them in the Plan.

April 1, 2019 Tommy Lewis Address on file Dear Tommy,
Offer Letter Amendment • May 7th, 2021 • Tivity Health, Inc. • Services-misc health & allied services, nec

This letter agreement serves to amend your original offer letter dated October 4, 2018 (“Offer Letter”) by extending the duration of the termination benefits outlined in the addendum to the Offer Letter from six months to one year. An amended and restated addendum immediately follows. All other terms of the Offer Letter remain in effect.

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