2016 Performance Unit Agreement Sample Contracts

No.X- _____Performance Units
2016 Performance Unit Agreement • February 22nd, 2016 • Oceaneering International Inc • Oil & gas field services, nec • Texas

This 2016 PERFORMANCE UNIT AGREEMENT (this “Agreement”) is between OCEANEERING INTERNATIONAL, INC. (the “Company”) and (the “Participant”), an employee of the Company or one of its Subsidiaries, regarding an award (“2016 Performance Award”) of units (“Performance Units”), each representing an initial notional value of $100.00, under the AMENDED AND RESTATED 2010 INCENTIVE PLAN OF OCEANEERING INTERNATIONAL, INC. (the “Plan”), awarded to the Participant effective February 18, 2016 (the “Award Date”), and subject to the following terms and conditions:

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