Hasbro, Inc., herein referred to as “the Company” has established this plan for the purpose of providing incentive compensation to those employees who contribute significantly to the growth and success of the Company’s business; to attract and retain, in the employ of the Company, individuals of outstanding ability; and to align the interests of employees with the interest of the Company’s shareholders.

Rewards: You are eligible for a comprehensive, competitive compensation program that rewards talented associates for their performance. Our Total Rewards program is designed to support the diverse needs of our global workforce, and make a difference for you at work, at home and in your future, while driving BD’s overall success. We encourage you to make the most of the many programs offered.

Administrator: The Parker Total Rewards Administration Committee of the Company or, if applicable, the administration subcommittee appointed by the Parker Total Rewards Administration Committee with respect to the Program.

Vice President, Global Total Rewards and Performance

“Loyalty Point Program” means any point or credit based program that rewards a customer’s credit card use or spending with points or credits that may be redeemed for goods and/or services.

Program Documents. The Program Documents duly executed and delivered by the parties thereto.

Exchange Program. The Administrator may not institute an Exchange Program.

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.

Ensure sound risk management by providing a balanced view of performance and aligning rewards with the time horizon of risk;

The Compensation Committee has determined that you will remain eligible to receive, subject to the other applicable terms of Emerson's Incentive Shares Plans and the applicable Performance Shares Program, including those concerning achievement of the performance objectives under the Program, the previously determined earned payout of the performance shares awarded to you under the 2013 Performance Shares Program, subject to achievement of the performance objectives under the Program, and based on the actual payout percentage applicable to all participants in the Program. Payments under the 2013 Performance Shares Program will be made at the time provided therefor under the Program. Your award under the 2016 Performance Share Program will be cancelled.