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Actionable news in TPX: TEMPUR SEALY INTERNATIONAL Inc,

Departure of Directors or Certain

On October12, 2015 the Company and Scott L. Thompson, the Companys Chairman, President and Chief Executive Officer, entered into an Amendment dated as of October12, 2015 (the

PRSU Amendment

) to the Matching PRSU Agreement, dated as of September4, 2015, pursuant to which the Company granted Mr.Thompson 69,686 performance restricted stock units. The PRSU Amendment was approved by the Compensation Committee of the Companys Board of Directors at its meeting on October7, 2015. The PRSU Amendment amended the performance goal created for purposes of Section162(m) of the Internal Revenue Code of 1986, from having positive Adjusted EBITDA for 2016 to having positive Profits for 2016, which is defined as income before income taxes, determined in accordance with generally accepted accoun ting principles and derived from the Companys audited consolidated financial statements for 2016.

This description of the PRSU Amendment does not purport to be complete and is qualified in its entirety by reference to the PRSU Amendment, a copy of which is filed as Exhibit 10.1 to...


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