0001733998-20-000006 Sample Contracts

Re: Change in Control Severance Agreement
Northwest Natural Gas Co • March 2nd, 2020 • Natural gas distribution • Oregon

Northwest Natural Gas Company, an Oregon corporation (the “Company”), a wholly-owned subsidiary of Northwest Natural Holding Company, an Oregon corporation (“Parent”), considers the establishment and maintenance of a sound and vital management to be essential to protecting and enhancing the best interests of the Company. In this connection, the Company recognizes that, as is the case with many publicly held corporations like Parent, the possibility of a change in control may exist and that such possibility, and the uncertainty and questions which it may raise among management, may result in the departure or distraction of management personnel to the detriment of the Company, its customers and its shareholders. Accordingly, the Board of Directors of the Company (the “Board”) has determined that appropriate steps should be taken to reinforce and encourage the continued attention and dedication of members of the Company’s management to their assigned duties without distraction in circumst

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RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • March 2nd, 2020 • Northwest Natural Gas Co • Natural gas distribution • Oregon

This Agreement is entered into as of February __, 2020, between Northwest Natural Holding Company, an Oregon corporation (the “Company”), and ____________ (“Recipient”).

PERFORMANCE SHARE LONG TERM INCENTIVE AGREEMENT
Performance Share Long Term Incentive Agreement • March 2nd, 2020 • Northwest Natural Gas Co • Natural gas distribution • Oregon

This Agreement is entered into as of February __, 2020, between Northwest Natural Holding Company, an Oregon corporation (the “Company”), and ____________ (“Recipient”).

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