FORM OF AMENDMENT TO PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT NOTICE AND AGREEMENTPerformance-Based Restricted Stock Unit Grant Notice and Agreement • October 31st, 2013 • Hillshire Brands Co • Food and kindred products
WHEREAS, pursuant to the terms of each Performance-Based Restricted Stock Unit Grant Notice and Agreement between The Hillshire Brands Company (the “Company”) and each Participant outstanding as of June 26, 2013 under the Company’s 2002 Long-Term Incentive Stock Plan or 2012 Long-Term Incentive Stock Plan (each, an “Agreement”), the Compensation and Employee Benefits Committee of the Board of Directors of the Company (the “Committee”) has reserved the right to amend the terms of such Agreement; provided that an amendment that impairs the rights of the holder of such award is subject to the holder’s consent; and
