MODINE MANUFACTURING CO Contracts & Agreements

Form of Fiscal 2024 Performance Stock Award Agreement (Filed With SEC on August 3, 2023)

Form of Fiscal 2024 Restricted Stock Unit Award Agreement (Filed With SEC on August 3, 2023)

Form of Fiscal 2024 Modine Non-Employee Director Restricted Stock Unit Award Agreement with Deferral (Filed With SEC on August 3, 2023)

Form of Fiscal 2024 Modine Non-Employee Director Restricted Stock Unit Award Agreement without Deferral (Filed With SEC on August 3, 2023)

Description of Registrants securities (Filed With SEC on May 25, 2023)

Fourth Amendment to Second Amended and Restated Note Purchase and Private Shelf Agreement dated as of November 21, 2022 (Filed With SEC on February 2, 2023)

Form of Retention RSU Award Agreement, effective October 19, 2022, between the Company and each of Brian J. Agen, Michael B. Lucareli, Eric S. McGinnis and Sylvia A. Stein (Filed With SEC on October 21, 2022)

Form of Fiscal 2023 Modine Performance Cash Award Agreement (Filed With SEC on August 4, 2022)

Form of Fiscal 2023 Modine Incentive Stock Option Award Agreement (Filed With SEC on August 4, 2022)

Form of Fiscal 2023 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 4, 2022)

Form of Fiscal 2023 Modine Restricted Stock Unit Award Agreement (Filed With SEC on August 4, 2022)

Form of Fiscal 2023 Modine Non-Employee Director Deferred Restricted Stock Unit Award Agreement (Filed With SEC on August 4, 2022)

Form of Fiscal 2023 Modine Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on August 4, 2022)

Amended and Restated 2020 Incentive Compensation Plan (Filed With SEC on July 26, 2022)

Separation Letter Agreement between the Company and Joel T. Casterton, dated as of October 25, 2021 (Filed With SEC on February 3, 2022)

Separation Letter Agreement between the Company and Matthew J. McBurney, dated as of October 30, 2021 (Filed With SEC on February 3, 2022)

Offer Letter dated as of July 2, 2021, by and between the Company and Adrian Peace (Filed With SEC on November 3, 2021)

Offer Letter dated as of July 16, 2021, by and between the Company and Eric McGinnis (Filed With SEC on November 3, 2021)

First Amendment to Eric S. McGinnis Offer Letter (Filed With SEC on November 3, 2021)

Form of Fiscal 2022 Modine Non-Employee Director Restricted Stock Unit Award (Filed With SEC on November 3, 2021)

Form of Make-Whole ISO Award Agreement with Eric McGinnis (Filed With SEC on November 3, 2021)

Termination Agreement by and between the Company and Buyer, dated as of October 25, 2021 (Filed With SEC on October 25, 2021)

Form of Fiscal 2022 Modine Performance Cash Award Agreement (Filed With SEC on August 5, 2021)

Form of Fiscal 2022 Modine Incentive Stock Option Award Agreement (Filed With SEC on August 5, 2021)

Form of Fiscal 2022 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 5, 2021)

Form of Fiscal 2022 Modine Restricted Stock Unit Award Agreement (Filed With SEC on August 5, 2021)

Change in Control Agreement dated as of June 4, 2021, by and between Modine Manufacturing Company and Neil D. Brinker (Filed With SEC on June 14, 2021)

Change in Control Agreement dated as of June 4, 2021, by and between Modine Manufacturing Company and Neil D. Brinker (Filed With SEC on June 10, 2021)

Separation Letter Agreement between the Company and Scott L. Bowser, effective as of March 16, 2021 (Filed With SEC on May 27, 2021)

[Corrected] Offer Letter dated as of November 10, 2020, by and between the Company and Mr. Brinker (Filed With SEC on February 5, 2021)

Form of Make-Whole RSU Award Agreement with Neil Brinker (Filed With SEC on February 5, 2021)

Form of Make-Whole Performance Cash Award Agreement with Neil Brinker (Filed With SEC on February 5, 2021)

Offer Letter dated as of November 10, 2020, by and between the Company and Mr. Brinker (Filed With SEC on November 30, 2020)

Transition and Separation Agreement between Thomas A. Burke and Modine Manufacturing Company effective as of August 4, 2020 (Filed With SEC on November 6, 2020)

Securities and Asset Purchase Agreement, dated as of November 2, 2020, by and between the Company and Buyer (Filed With SEC on November 6, 2020)

Form of Fiscal 2021 Modine Performance Cash Award Agreement (Filed With SEC on October 6, 2020)

Form of Fiscal 2021 Modine Incentive Stock Option Award Agreement (Filed With SEC on October 6, 2020)

Form of Fiscal 2021 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on October 6, 2020)

Form of Fiscal 2021 Modine Restricted Stock Unit Award Agreement (Filed With SEC on October 6, 2020)

Form of Retention Letter, effective August 31, 2020, between the Company and each of Michael B. Lucareli, Scott L. Bowser and Sylvia A. Stein (Filed With SEC on September 2, 2020)

2020 Incentive Compensation Plan (Filed With SEC on July 28, 2020)

Form of Fiscal 2021 Modine Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on July 28, 2020)

Description of Registrants securities (Filed With SEC on May 29, 2020)

Amendment No. 1 to Fourth Amended and Restated Credit Agreement dated as of May 19, 2020 (Filed With SEC on May 21, 2020)

Second Amendment to Second Amended and Restated Note Purchase and Private Shelf Agreement dated as of May 19, 2020 (Filed With SEC on May 21, 2020)

Form of Fiscal 2020 Modine Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on November 8, 2019)

Form of Fiscal 2020 Modine Performance Stock Award Agreement (Filed With SEC on August 1, 2019)

Form of Fiscal 2020 Modine Incentive Stock Options Award Agreement (Filed With SEC on August 1, 2019)

Form of Fiscal 2020 Modine Restricted Stock Unit Award Agreement (Filed With SEC on August 1, 2019)

Form of Fiscal 2020 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 1, 2019)

Employment Retention Agreement for Scott Wollenberg, dated as of July 26, 2019 (Filed With SEC on August 1, 2019)

Form of Fiscal 2019 Modine Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on October 31, 2018)

Form of Fiscal 2019 Modine Performance Stock Award Agreement (Filed With SEC on August 2, 2018)

Form of Fiscal 2019 Modine Incentive Stock Options Award Agreement (Filed With SEC on August 2, 2018)

Form of Fiscal 2019 Modine Restricted Stock Unit Award Agreement (Filed With SEC on August 2, 2018)

Form of Fiscal 2019 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 2, 2018)

Form of Fiscal 2018 Modine Non-Employee Director Restricted Stock Unit Award Agreement (Filed With SEC on November 1, 2017)

Form of Fiscal 2018 Modine Performance Stock Award Agreement (Filed With SEC on August 2, 2017)

Form of Fiscal 2018 Modine Incentive Stock Options Award Agreement (Filed With SEC on August 2, 2017)

Form of Fiscal 2018 Modine Restricted Stock Unit Award Agreement (Filed With SEC on August 2, 2017)

Form of Fiscal 2018 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 2, 2017)

2017 Incentive Compensation Plan (Filed With SEC on July 25, 2017)

Share Sale and Purchase Agreement between Luvata Heat Transfer Solutions II AB and Modine Manufacturing Company, dated as of September 6, 2016 (Filed With SEC on September 8, 2016)

Form of Fiscal 2017 Modine Performance Stock Award Agreement (Filed With SEC on August 3, 2016)

Form of Fiscal 2017 Modine Incentive Stock Options Award Agreement (Filed With SEC on August 3, 2016)

Form of Fiscal 2017 Modine Restricted Stock Award Agreement (Filed With SEC on August 3, 2016)

Form of Fiscal 2017 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 3, 2016)

Form of Fiscal 2016 Modine Performance Stock Award Agreement (Filed With SEC on July 31, 2015)

Form of Fiscal 2016 Modine Incentive Stock Options Award Agreement (Filed With SEC on July 31, 2015)

Form of Fiscal 2016 Modine Restricted Stock Award Agreement (Filed With SEC on July 31, 2015)

Form of Fiscal 2016 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on July 31, 2015)

Form of Fiscal 2015 Modine Performance Stock Award Agreement (Executive Council members) (Filed With SEC on May 29, 2015)

Form of Fiscal 2015 Modine Incentive Stock Options Award Agreement (Executive Council members) (Filed With SEC on May 29, 2015)

Form of Fiscal 2015 Modine Restricted Stock Award Agreement (Executive Council members) (Filed With SEC on May 29, 2015)

Form of Fiscal 2015 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on May 29, 2015)

Amended and Restated 2008 Incentive Compensation Plan (Filed With SEC on July 18, 2014)

Article 1 - Position and Scope of Duties (Filed With SEC on July 3, 2014)

Form of Fiscal 2015 Modine Performance Stock Award Agreement (Executive Council members) (Filed With SEC on May 30, 2014)

Form of Fiscal 2015 Modine Incentive Stock Options Award Agreement (Executive Council members) (Filed With SEC on May 30, 2014)

Form of Fiscal 2015 Modine Restricted Stock Award Agreement (Executive Council members) (Filed With SEC on May 30, 2014)

Form of Fiscal 2015 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on May 30, 2014)

Form of Fiscal 2014 Modine Performance Stock Award Agreement (Executive Council members) (Filed With SEC on May 31, 2013)

Form of Fiscal 2014 Modine Incentive Stock Options Award Agreement (Executive Council members) (Filed With SEC on May 31, 2013)

Form of Fiscal 2014 Modine Restricted Stock Award Agreement (Executive Council members) (Filed With SEC on May 31, 2013)

Form of Fiscal 2014 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on May 31, 2013)

Employment Agreement, dated December 19, 2011, between Modine Holding GmbH and Holger Schwab, effective as of July 1, 2012 (Filed With SEC on August 7, 2012)

Third Amendment to Amended and Restated Credit Agreement (Filed With SEC on August 7, 2012)

Third Amendment to Note Purchase and Private Shelf Agreement (Filed With SEC on August 7, 2012)

Credit Facility Agreement among Modine Holding GmbH, Modine Europe GmbH and Deutsche Bank AG dated as of April 27, 2012 (Filed With SEC on June 14, 2012)

Form of Fiscal 2013 Modine Performance Stock Award Agreement (Executive Council members) (Filed With SEC on June 14, 2012)

Form of Fiscal 2013 Modine Incentive Stock Options Award Agreement (Executive Council members) (Filed With SEC on June 14, 2012)

Form of Fiscal 2013 Modine Restricted Stock Award Agreement (Executive Council members) (Filed With SEC on June 14, 2012)

Form of Fiscal 2013 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on June 14, 2012)

Second Amendment to Amended and Restated Credit Agreement (Filed With SEC on April 24, 2012)

Second Amendment to Note Purchase and Private Shelf Agreement (Filed With SEC on April 24, 2012)

First Amendment to Amended and Restated Credit Agreement and Waiver (Filed With SEC on March 20, 2012)

First Amendment to Note Purchase and Private Shelf Agreement and Waiver (Filed With SEC on March 20, 2012)

Restricted Stock Award Agreement between the Company and Thomas F. Marry (Filed With SEC on January 31, 2012)

Supplemental Severance Policy (Filed With SEC on October 20, 2011)

Form of Fiscal 2012 Modine Performance Stock Award Agreement (Executive Council members) (Filed With SEC on August 2, 2011)

Form of Fiscal 2012 Modine Incentive Stock Options Award Agreement (Executive Council members) (Filed With SEC on August 2, 2011)

Form of Fiscal 2012 Modine Restricted Stock Award Agreement (Executive Council members) (Filed With SEC on August 2, 2011)

Form of Fiscal 2012 Modine Non-Qualified Stock Option Award Agreement (Filed With SEC on August 2, 2011)

Amendment No. 1 to Form of Change in Control and Termination Agreement (amended and restated) between the Registrant and Officers other than Thomas A. Burke (Filed With SEC on June 14, 2011)

Amended and Restated Credit Agreement dated as of August 12, 2010 (Filed With SEC on August 17, 2010)

Note Purchase and Private Shelf Agreement dated as of August 12, 2010 (Filed With SEC on August 17, 2010)

Amended and Restated Intercreditor Agreement dated as of August 12, 2010 (Filed With SEC on August 17, 2010)

Credit Facility Agreement among Modine Holding GmbH, Modine Europe GmbH and Deutsche Bank AG dated as of May 10, 2010 (Filed With SEC on August 3, 2010)

Collateral Agency and Intercreditor Agreement dated as of February 17, 2009 among the Bank of America, N.A., M&I Marshall & Ilsley Bank, Wells Fargo Bank, N.A., Dresdner Bank AG... (Filed With SEC on February 8, 2010)

First Amendment to Collateral Agency and Intercreditor Agreement dated as of September 18, 2009 (Filed With SEC on February 8, 2010)

Fourth Amendment dated as of December 21, 2009 to Amended and Restated Credit Agreement (Filed With SEC on December 23, 2009)

Fifth Amendment to Note Purchase Agreement (2006) dated as of December 21, 2009 (Filed With SEC on December 23, 2009)

Fifth Amendment to Note Purchase Agreement (2005) dated as of December 21, 2009 (Filed With SEC on December 23, 2009)

Share Purchase Agreement dated as of December 4, 2009 by and between Modine Manufacturing Company and KB Synthetics Company Limited (Filed With SEC on December 10, 2009)

Modine Manufacturing Company 12,000,000 Shares of Common Stock Underwriting Agreement (Filed With SEC on September 25, 2009)

SECOND AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on September 21, 2009)

WAIVER AND THIRD AMENDMENT TO NOTE PURCHASE AGREEMENT (Filed With SEC on September 21, 2009)

THIRD AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on September 21, 2009)

FOURTH AMENDMENT TO NOTE PURCHASE AGREEMENT (Filed With SEC on September 21, 2009)

Employment Agreement, dated April 25, 2009, between Modine Holding GmbH and Klaus Feldmann (Filed With SEC on August 5, 2009)

Credit Facility Agreement among Modine Holding GmbH, Modine Europe GmbH and Deutsche Bank AG dated as of May 15, 2009 (Filed With SEC on August 5, 2009)

Form of Equity Transfer Agreement between the Registrant and each of Chen Jing Xi and SongZ Automobile Air Conditioning Co., Ltd. dated as of May 27, 2009 (Filed With SEC on August 5, 2009)

First Amendment dated as of February 17, 2009 to Amended and Restated Credit Agreement (Filed With SEC on February 23, 2009)

Waiver and Second Amendment to Note Purchase Agreement (2006) (Filed With SEC on February 23, 2009)

Waiver and Second Amendment to Note Purchase Agreement (2005) (Filed With SEC on February 23, 2009)

Retirement Agreement between the Registrant and James R. Rulseh dated January 17, 2009 (Filed With SEC on February 17, 2009)

Amended and Restated Credit Agreement among Modine Manufacturing Company, the Foreign Subsidiary Borrowers, if any, the Lenders, and JPMorgan Chase Bank, N.A. as Agent, as LC... (Filed With SEC on July 22, 2008)

Modine Manufacturing Company 2008 Incentive Compensation Plan (Filed With SEC on July 22, 2008)

Form of Amendment No. 1 to Employment Agreement entered into as of July 1, 2008 with Thomas A. Burke, Bradley C. Richardson and Anthony C. DeVuono (Filed With SEC on July 8, 2008)

Retirement Agreement between Modine Manufacturing Company and David B. Rayburn (Filed With SEC on April 7, 2008)

AMENDMENT NO. 3 TO AMENDED AND RESTATED CREDIT AGREEMENT AND RELEASE (Filed With SEC on February 4, 2008)

FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (2006) (Filed With SEC on February 4, 2008)

FIRST AMENDMENT TO NOTE PURCHASE AGREEMENT (2005) (Filed With SEC on February 4, 2008)

[Consents of holders on next page] (Filed With SEC on December 13, 2007)

Exhibit 10.1 (Filed With SEC on October 11, 2007)

Exhibit 10.1 MODINE MANUFACTURING COMPANY EMPLOYMENT AGREEMENT (Filed With SEC on June 18, 2007)

Exhibit 10.2 MODINE MANUFACTURING COMPANY EMPLOYMENT AGREEMENT (Filed With SEC on June 18, 2007)

Exhibit 10.3 MODINE MANUFACTURING COMPANY EMPLOYMENT AGREEMENT (Filed With SEC on June 18, 2007)

Exhibit 10.4 MODINE MANUFACTURING COMPANY EMPLOYMENT AGREEMENT (Filed With SEC on June 18, 2007)

Exhibit 10.1 Execution Version Modine Manufacturing Company $50,000,000 5.68% Senior Notes, Series A, due December 7, 2017 $25,000,000 5.68% Senior Notes, Series B, due December... (Filed With SEC on December 11, 2006)

Exhibit 10.1 CHANGE IN CONTROL AND TERMINATION AGREEMENT (Filed With SEC on July 20, 2006)

Exhibit 10.1 CHANGE IN CONTROL AND TERMINATION AGREEMENT (Filed With SEC on February 24, 2006)

Exhibit 10.1 IMPORTANT NOTE: BRINGING THIS CREDIT AGREEMENT OR ANY CERTIFIED COPY OF THIS CREDIT AGREEMENT INTO THE REPUBLIC OF AUSTRIA AS WELL AS ANY WRITTEN CONFIRMATION OR... (Filed With SEC on December 22, 2005)

Modine Manufacturing Company $75,000,000 4.91% Senior Notes due September29, 2015 ______________ Note Purchase Agreement _____________ Dated as of September29, 2005 (Filed With SEC on September 29, 2005)

TRANSPRO, INC. 100 Gando Drive New Haven, CT 06513 June 16, 2005 (Filed With SEC on June 17, 2005)

DATED 29 APRIL 2005 THE SELLERS(1) and MODINE U.K. DOLLAR LIMITED(2) and MODINE MANUFACTURING COMPANY (3) SHARE PURCHASE AGREEMENT For the sale of the Entire issued share capital... (Filed With SEC on June 14, 2005)

Exhibit 10(w) (Filed With SEC on June 14, 2005)

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MODINE MANUFACTURING CO Contracts & Agreements