The Board may without the approval of the grantees from time to time # amend this Program with respect to awards previously issued without any fresh or further consideration and # amend the Plan with respect to awards to be issued in future. An amendment of this Program will, unless the amendment provides otherwise, be immediately and automatically effective for all outstanding awards.

Program Awards. Program Awards will consist of restricted stock units (“RSUs”) awarded under [Section 9] of the Plan. An Eligible Director shall be automatically granted a Program Award in the form of RSUs as follows: # in the case of an Eligible Director who is first elected to the Board between annual meetings of stockholders of the Company, on the date of such first election; and # in case of each Eligible Director (including an Eligible Director described in [clause (i)]) who is elected (including reelected) at an annual meeting of stockholders of the Company, immediately following each such annual meeting.

Outstanding Equity Awards. During the Advisory Services Period, you will continue to vest in any time-based equity awards that are outstanding on the Executive Resignation Effective Date, but will not continue to vest in any performance-based equity awards that are outstanding on the Executive Resignation Effective Date. During the Advisory Services Period, you will be entitled to exercise all vested equity awards in accordance with the terms of the underlying equity plan and award agreements.

TREATMENT OF OUTSTANDING AWARDS. Upon the occurrence of a Change in Control, unless otherwise specifically prohibited under applicable laws, or by the rules and regulations of any governing governmental agencies or national securities exchanges:

Without amending this Program, the granting authority may amend any one or more outstanding awards under this Program to incorporate in those awards any terms that could be incorporated in a new award under this Program. An award as amended must satisfy any conditions or limitations applicable to the particular type of award under the terms of this Program.

Vesting of Incentive Outstanding Awards. All unvested shares of restricted stock under the Company’s long-term incentive plans previously awarded to Employee shall vest on ​, provided that Employee executes this Agreement in the 21-day consideration period, this Agreement has not been revoked, and is no longer subject to revocation by Employee. For the avoidance of doubt, Employee has previously been awarded the following unvested shares of restricted stock:

Amendments to Awards. Subject to the terms and provisions and within the limitations of the Plan, the Committee may waive any conditions or rights under, amend any terms of or alter, suspend, discontinue, cancel or terminate, any outstanding Award on either a prospective or retroactive basis; provided that any such waiver, amendment, alteration, suspension, discontinuance, cancellation or termination that would adversely affect the rights of any Participant or other holder of an outstanding Award shall not be effective without the consent of the affected Participant or holder.

“Administrative authority” means the Board, a committee designated by the Board, the Chairman of the Board, or the Chairman’s delegates authorized to administer outstanding awards under this Program, establish requirements and procedures for the operation of the Program, and to exercise other powers assigned to the administrative authority under this Program.

The Compensation Committee of the Board of Directors of Southwestern Energy Company (the “Company”), as Administrator of the Southwestern Energy Company 2004 Stock Incentive Plan, the Southwestern Energy Company 2013 Incentive Plan, and the Southwestern Energy Company 2002 Performance Unit Plan (together, the “Plans”), approved amendments to the terms and conditions of the outstanding, unexercised and/or unvested awards granted to the undersigned pursuant to the Plans (the “Award Amendments,” with the agreements evidencing awards affected by the Award Amendments called the “Award Agreements” and this Amendment to Award Agreements being called this “Amendment”). Following the Award Amendments, the terms and conditions of the outstanding awards of the undersigned (the “Employee”) were amended to reflect the following revisions:

Outstanding Stock. For purposes of [Section 4(b)] above, “outstanding stock” shall include all Stock actually issued and outstanding immediately after the grant. “Outstanding stock” shall not include Shares authorized for issuance under outstanding options held by the Employee or by any other person.