The Annual Incentive Plan (“Plan”) provides eligible employees the opportunity to earn cash awards for Company and individual performance during the Performance Period.

During the Initial Period, your annual base salary will be $1,450,000, your target annual cash bonus award will be $2,500,000, the target value of your annual long-term incentive awards will be $10,250,000 and in no case will your annual base salary, annual bonus target, annual bonus payment, target value of your annual long-term incentive award or annual long-term incentive award be less than that paid or granted by the Company to Christopher Kubasik (assuming you remain employed for the full fiscal year in respect of which such bonus or award is earned).1 To the extent that normal annual compensation review cycles occur prior to Closing, the Company may (but is not required to) adjust your compensation elements to amounts not exceeding the contemplated levels in the preceding sentence.

Incentive Bonus. During the Term, in addition to Base Salary, for each calendar year ending during the Term, the Executive shall participate in, and shall have the opportunity to receive a cash bonus in an amount to be determined in accordance with, the Company’s existing incentive bonus plan or any successor bonus plan, program or arrangement established by the Company for the benefit of its executive officers (the “Incentive Bonus Payment”).

a decrease, as compared with the 6 months immediately preceding the Change in Control, in any of the Participant’s salary, rate of pay, cash bonus opportunity, allotted vacation time, the value of annual time-based and performance-based (if applicable) equity or other long- term incentive awards, or the prompt reimbursement of appropriate business expenses as set forth in the Company’s policies immediately prior to the Change in Control (or a reasonable replacement policy);

Severance Pay: An Executive Participant shall receive Severance Pay in a lump sum amount equal to (a) the sum of his or her Annual Base Salary and target annual bonus opportunity under the TIP for the fiscal year in which such Executive Participant’s Covered Termination occurs, multiplied by (b) such Executive Participant’s Severance Multiple.

Cash Deferral Account or Account. The Account or Accounts established annually by an election by a Participant to make Employee Contributions to the Plan with each account relating to a Plan Year. For each Plan Year after 2008, there shall be a separate Cash Deferral Account for Base Compensation (excluding Annual Bonus) and a separate Cash Deferral Account for the Short Term Incentive Award and/or Annual Bonus. Earnings on each of Employee Contributions shall accrue to the respective Cash Deferral Accounts where they are earned.

Bonus. The Employee shall be eligible for an annual performance bonus (the “Bonus”). The Bonus is a discretionary bonus, payable in either cash compensation or stock option award or a combination of both, at the sole discretion of the Board, that can be modified and is subject to review and annual approval by the Board. The Employee must be employed by the Company on the last day of the fiscal year for which the Bonus is earned. The Bonus will be paid to the Employee no later than March 14th of the year following the year in which the Bonus is earned.

Bonus. In addition to Employee’s salary as provided in [Section 3.1], Employee shall be entitled to an annual cash and/or incentive plan bonus computed based upon the earnings of REX American Resources Corporation (“REX”) determined by the independent public accountants then engaged by REX (the “Bonus”).

This Alcoa Corporation Annual Cash Incentive Compensation Plan is intended to attract, retain, motivate and reward Participants by providing them with the opportunity to earn annual incentive compensation under this Plan related to the Company’s performance.

“Average Bonus” means the average annual bonus paid to the Executive over the three most recently-completed fiscal years of the Company or, if the Executive has not been employed with the Company for three full fiscal years then, as applicable, either (a) the average of the annual bonuses awarded for all full years he was employed with the Company prior to the year of termination or (b) if employed with the Company for less than one year, the target Bonus for the year of termination or, if no target Bonus has been established as of the applicable date, the Base Salary multiplied by the Target Opportunity.