2014 Restricted Stock Units Sample Contracts

Contract
2014 Restricted Stock Units • February 26th, 2014 • Babcock & Wilcox Co • Engines & turbines

Effective , 2014 (the “Date of Grant”), the Compensation Committee of the Board of Directors (the “Committee”) of The Babcock & Wilcox Company (“B&W”) awarded you a grant of restricted stock units (“RSUs”) under the 2010 Long-Term Incentive Plan of B&W, as amended and restated February 22, 2011 (the “Plan”). The provisions of the Plan are incorporated herein by reference.

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