First Amendment to The 2015 Entergy Corporation Non-Employee Director Stock Program Established under the 2015 Equity Ownership Plan of Entergy Corporation and Subsidiaries

This First Amendment (the “Amended 2015 Stock Program”) hereby amends and restates the 2015 Entergy Corporation Non-Employee Director Stock Program established pursuant to Article 12 of the 2015 Equity Ownership Plan of Entergy Corporation and Subsidiaries (the “Plan”), the terms of which are incorporated into this Amended 2015 Stock Program. References in this Amended 2015 Stock Program to any specific Plan provision do not limit the applicability of any other Plan provision. This Amended 2015 Stock Program shall be effective as of June 1, 2017 (the “Effective Date”) and shall, along with the terms of the Plan, govern Awards granted after the Effective Date. . Capitalized terms used in this Amended 2015 Stock Program shall have the meanings assigned to them in the Plan. As of the Effective Date, this Amended 2015 Stock Program shall supersede and replace the 2015 Entergy Corporation Non-Employee Director Stock Program. In the event of a conflict between the terms of the Plan and the Amended 2015 Stock Program, the terms of the Amended 2015 Stock Program shall prevail.

The purpose of the Amended 2015 Stock Program is to promote the interests of Entergy and its shareholders by attracting and retaining Non-Employee Directors of outstanding ability and enabling Non-Employee Directors to participate in the long-term growth and financial success of Entergy.

The only persons eligible to participate in this Amended 2015 Stock Program are Non-Employee Directors.

Pursuant to Article 3 of the Plan, the Board shall administer the Plan with respect to any Award granted to a Non-Employee Director; provided, however, that the Board may delegate its authority to administer the Amended 2015 Stock Program to any committee or subcommittee of the Board that is comprised solely of Non-Employee Directors.

Exchange (“NYSE”) on such Award Date. Any fractional share that results from this determination shall be rounded up to the next whole share and shall be included in the applicable Quarterly Stock Award.

In lieu of taking delivery of shares of Common Stock on an Award Date, a Non-Employee Director may elect to defer the receipt of such Quarterly Stock Award to a subsequent calendar year provided that he or she files an irrevocable written deferral election with the Board no later than the 31^st day of December of the calendar year immediately preceding the calendar year in which the Non-Employee Director commence the services to which the Award Date relates. Accordingly, for those Quarterly Stock Awards granted with respect to the quarters ending on the last day of May, August and November, such deferral election must be filed by December 31 of the calendar year immediately preceding such Award Dates and, for those Quarterly Stock Awards granted with respect to quarters ending on the last day of February, such deferral election must be filed by December 31 of the second calendar year immediately preceding such Award Dates. Quarterly Stock Awards deferred pursuant to this Section 6 shall be deferred as equity units, each of which shall have the value, as of the Award Date, of one (1) share of Common Stock. Equity units do not represent actual shares of Common Stock and no shares of Common Stock will be purchased or acquired for the payout of any Quarterly Stock Award deferred under this Amended 2015 Stock Program. On each Award Date, the deferred equity units shall be credited to each Non-Employee’s bookkeeping account maintained by Entergy with respect to such Non-Employee Director’s deferrals.

The Non-Employee Director’s written deferral election must specify the date on which the deferred equity units will be paid (“Payment Date”), which Payment Date must be no earlier than January 2nd of the third calendar year immediately following the calendar year in which the applicable Award Date occurs. Quarterly Stock Awards deferred pursuant to this Section shall accrue dividend equivalents, which Dividend Equivalents will be paid on the Payment Date together with interest calculated at an annual rate based upon the 52-week U.S. Treasury Bill Rate as in effect on the first business day of each year. On each Payment Date, equity units deferred and elected to be paid out on such date shall be paid in cash in an amount equal to (a) the number of equity units outstanding on the Payment Date multiplied by the closing price of a share of Common Stock on the NYSE as of the close of business on the Payment Date or, if such Payment Date is a day on which the NYSE is not open for trading, the closing price of Common Stock on the next succeeding NYSE trading day, plus (b) the amount of all accrued Dividend Equivalents with respect to such equity units and (c) interest on the Dividend Equivalents.

In the case of any Quarterly Stock Award deferred pursuant to this Section 6, no shares of Common Stock shall be purchased, distributed or contributed at the time of the deferral, and none of Entergy, the Plan or the Amended 2015 Stock Program shall be required to set aside a fund or assets for the payment of any such deferred amount. No Non-Employee Director shall look to any other person or entity other than Entergy for the payment of benefits under the Amended 2015 Stock Program. The Non-Employee Directors or any other person or entity having or claiming a right to payments hereunder shall rely solely on the unsecured obligation of Entergy to the Non-Employee Director set forth herein. Nothing in this Amended 2015 Stock Program shall be construed to give a Non-Employee Director or any other person or entity any right, title, interest, or claim in or to any specific asset, fund, reserve, account or property of any kind whatsoever, owned by Entergy or any of its affiliates or in which Entergy or any of its affiliates may have any right, title or interest now or in the future. Each Non-Employee Director shall have the right to enforce his or her claim under the Amended 2015 Stock Program in the same manner as any other unsecured creditor of Entergy and its affiliates.

The Board reserves the right at any time to amend the terms and conditions set forth in this Amended 2015 Stock Program to the extent permitted under the Plan. Further, the Amended 2015 Stock Program is intended to comply with the requirements of Code Section 409A and the regulations thereunder and shall be administered in accordance with Code Section 409A and the regulations thereunder to the extent the Amended 2015 Stock Program is subject thereto. To the extent that any provision of the Amended 2015 Stock Program

would conflict with the requirements of Code Section 409A and the regulations thereunder or would cause the administration of the Amended 2015 Stock Program to fail to satisfy such requirements, such provision shall be deemed null and void to the extent permitted by applicable law.