from 8-K 14 pages 1. Duties. You Agree to Be Executive Vice President, Chief Merchandising Officer of the Company for the Term of This Agreement. in This Capacity, You Shall Perform Such Duties and Have Such Responsibilities as Are Typically Associated With the Office of Executive Vice President, Chief Merchandising Officer, Including Such Duties and Responsibilities as Are Prescribed by the Board of Directors of the Company (The “Board”) Consistent With the Office of Executive Vice President, Chief Merchandising Officer. You Shall Report to the Chief Executive Officer Or, in the Absence of an Individual Holding Such Title and Position With the Company, the Chairman of the Board. While You Are the Company’s Employee, You Agree to Devote Your Full Business Time and Attention to the Performance of Your Duties and Responsibilities Hereunder; Provided, However, That You May Serve on the Boards of Such Entities as the Board May Approve in Writing Following the Date of This Agreement

from 8-K 14 pages 1. Duties. You Agree to Be Executive Vice President, President Digital of the Company for the Term of This Agreement. in This Capacity, You Shall Perform Such Duties and Have Such Responsibilities as Are Typically Associated With the Office of Executive Vice President, President Digital, Including Such Duties and Responsibilities as Are Prescribed by the Board of Directors of the Company (The “Board”) Consistent With the Office of Executive Vice President, President Digital. You Shall Report to the Chief Executive Officer Or, in the Absence of an Individual Holding Such Title and Position With the Company, the Chairman of the Board. While You Are the Company’s Employee, You Agree to Devote Your Full Business Time and Attention to the Performance of Your Duties and Responsibilities Hereunder; Provided, However, That You May Serve on the Boards of Such Entities as the Board May Approve in Writing Following the Date of This Agreement

from 8-K 14 pages 2. Term. (A) the Initial Term of This Agreement Shall Be for a Period Beginning on March 4, 2019 (The “Effective Date”) and Ending on the Third Anniversary of the Effective Date (The “Initial Renewal Date”) Or, if Earlier, the Termination of Your Employment in Accordance With the Provisions Set Forth Below. on the Initial Renewal Date and Each Anniversary of the Initial Renewal Date Thereafter (Each Such Anniversary, a “Renewal Date”), the Term of This Agreement Shall Automatically Extend for an Additional Period of One Year, Unless Your Employment Has Earlier Terminated or Either Party Hereto Has Given the Other Party Written Notice of Non-Renewal at Least 90 Days Prior to the Immediately Succeeding Renewal Date. the Period Commencing on the Effective Date and Ending on the Initial Renewal Date Shall Be the “Initial Term” and Each One-Year Period Commencing on the Initial Renewal Date Shall Be a “Renewal Term”. in the Event That Either Party Has Given Written Notice of Non-Renewal, and Your Employment With the Company Continues After the Expiration of the Initial Term or Any Renewal Term, Such Post-Expiration Employment Shall Be “At-Will” and Either Party May Terminate Such Employment With or Without Notice and for Any Reason or No Reason

from 8-K 5 pages March 4, 2019 Reference Is Made to That Certain Letter Agreement by and Between You and Barnes & Noble, Inc. (The “Company”), Dated as of December 23, 2013 (The “Letter Agreement”). Capitalized Terms Contained Herein but Not Defined Shall Have the Meanings Ascribed to Them in the Letter Agreement. the Purpose of This Letter (This “Amendment”) Is to Confirm the Parties’ Desire and Intent to Amend the Letter Agreement Effective as of March 4, 2019. Accordingly, We Are Pleased to Agree as Follows: 1. the First Sentence of Section 1 Shall Be Replaced in Its Entirety With the Following: “You Agree to Be Executive Vice President, Chief Financial Officer for the Term of This Agreement.” 2. the Last Sentence of Section 1 Shall Be Replaced in Its Entirety With the Following: “You Shall Report to the Company’s Chief Executive Officer Or, in the Absence of an Individual Holding Such Title and Position With the Company, the Chairman of the Board.” 3. the First Sentence of Section 2 Shall Be Replaced in Its Entirety With the Following

from 8-K 3 pages Retention Award

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