from 10-K ~20 pages Fifth Amended and Restated By-Laws of Vitamin Shoppe, Inc

from 10-K 9 pages Vitamin Shoppe, Inc. Performance Cash Award Agreement Pursuant to the Vitamin Shoppe 2018 Long-Term Incentive Plan * * * * * Participant: Grant Date: Value of Award: $ * * * * *

from 10-K 8 pages 1incorporation by Reference; Plan Document Receipt. This Agreement Is Subject in All Respects to the Terms and Provisions of the Plan (Including, Without Limitation, Any Amendments Thereto Adopted at Any Time and From Time to Time Unless Such Amendments Are Expressly Intended Not to Apply to the Award Provided Hereunder), All of Which Terms and Provisions Are Made a Part of and Incorporated in This Agreement as if They Were Expressly Set Forth Herein. Any Capitalized Term Not Defined in This Agreement Shall Have the Same Meaning as Is Ascribed Thereto in the Plan. the Participant Hereby Acknowledges Receipt of a True Copy of the Plan and the Participant Has Read the Plan Carefully and Fully Understands Its Content. in the Event of a Conflict Between the Terms of This Agreement and the Terms of the Plan, the Terms of the Plan Shall Control. 2 Grant of Award. the Company Hereby Grants to the Participant, as of the Grant Date Specified Above, the Amount of the Award Specified Above. 3 Time Vesting. Provided the Participant Is Then Employed by the Company and/or One of Its Subsidiaries, the Award Subject to This Grant Shall Become Unrestricted and Vested as Described Below. for Purposes of This Agreement, “Employed By, or Employed With,” Means

from 10-K ~5 pages Vitamin Shoppe, Inc. Director Compensation Plan and Stock Ownership Guidelines Effective January 1, 2019 Director Compensation

from 10-K 3 pages July 14, 2015 David Kastin Dear Mr. Kastin

from 10-K ~5 pages October 30, 2018 Andrew Laudato Dear Andrew

from 10-K ~5 pages October 12, 2018 Stacey Renfro Dear Stacey

from 10-K 1 page Re: Amendment to Offer Letter Dear Stacey: Vitamin Shoppe Industries Inc. (“Company” or “The Vitamin Shoppe”) Amends Its Offer Letter to You Dated October 12, 2018 (The “Offer Letter”) as Follows: Section 6 Sign-On Equity Is Hereby Deleted in Its Entirety and Replaced With the Following Language: 6. Sign-On Equity Grant. as an Inducement for You to Accept Employment With the Company and Subject to the Approval of the Compensation Committee of the Board of Directors: A. on or About November 9, 2018, Pursuant to the Vitamin Shoppe’s 2018 Equity Incentive Plan (The “Plan”), You Will Receive a One-Time Sign-On Grant/Award of That Number of Shares of Restricted Stock With a Fair Market Value (As Defined in the Plan) of $100,000 as of the Grant Date; and B. Upon the Company’s Next Regularly Scheduled Grant Issuance in 2019 for Similarly Situated Executives Pursuant to the Plan, You Will Receive a One-Time Sign-On Grant/Award of That Number of Performance Share Units (“Psus”), With a Fair Market Value of $150,000 as of the Grant Date. Acknowledgment

from 10-K ~5 pages Material contract

from 10-K 1 page Subsidiaries of the registrant

from 10-K 1 page Consent of expert or counsel

from 10-K ~1 page Management certification of annual or quarterly disclosure

from 10-K ~1 page Management certification of annual or quarterly disclosure

from 10-K 1 page Management certification of financial report

from 10-K 1 page Management certification of financial report

from 10-K chart-87aed7d9b56a55359b3.jpg