Exhibit 10.1

RESTRICTED STOCK AGREEMENT

UNDER THE

LAREDO PETROLEUM HOLDINGS, INC.

2011 OMNIBUS EQUITY INCENTIVE PLAN

THIS AGREEMENT (“Agreement”) is made as of the 3 rd  day of February, 2012, by and between Laredo Petroleum Holdings, Inc. (the “Company”) and                                                        (the “Grantee”).

W I T N E S S E T H :

WHEREAS, the Grantee is currently an employee of Laredo Petroleum, Inc., a wholly-owned subsidiary of the Company (“Laredo”), and the Company desires to have Grantee remain in such capacity and to afford Grantee the opportunity to acquire, or enlarge, Grantee’s stock ownership in the Company.

NOW, THEREFORE, in consideration of the covenants and agreements herein contained, the parties hereto agree as follows:

1.             Grant of Restricted Stock . Subject to the restrictions, terms and conditions set forth herein and in the Company’s 2011 Omnibus Equity Incentive Plan (the “Plan”), the Company hereby grants to the Grantee                                                      (                        ) shares of the Company’s common stock, par value per share $0.01 (the “Restricted Stock”).  The provisions of the Plan are incorporated herein by reference, and all capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Plan.

2.             Restrictions and Vesting .

(a)           General .  Except as provided in this Agreement, shares of Restricted Stock are not transferable and are subject to a substantial risk of forfeiture until vested as set forth in Section 2(b).  The Grantee’s interest in the Restricted Stock shall become transferable and nonforfeitable as of the vesting dates provided in Section 2(b) (each, a “Vesting Date”), provided the Grantee is an employee of Laredo or another affiliate of the Company on the Vesting Date and has been an employee throughout the period beginning on the date of this Agreement and ending on the applicable Vesting Date.

(b)           Vesting Schedule .  The Restricted Stock shall vest, become transferable and no longer be subject to a substantial risk of forfeiture pursuant to the following schedule:

(i) Thirty-three percent (33%) of the shares of Restricted Stock (rounded down to the nearest whole share) shall vest and the transfer restrictions thereon shall lapse on the first anniversary of the date of this Agreement;

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(ii) Thirty-three percent (33%) of the shares of Restricted Stock (rounded down to the nearest whole share) shall vest and the transfer restrictions thereon shall lapse on the second anniversary of the date of this Agreement; and

(iii) the balance of the Restricted Stock shall vest and the transfer restrictions thereon shall lapse on the third anniversary of the date of this Agreement.

(c)           Forfeiture Provisions .  The following forfeiture provisions shall apply to the Restricted Stock:

(i) If Grantee’s employment with Laredo is terminated by Laredo or the Company for any reason, with or without cause, or Grantee resigns (in either case, other than as set forth in Section 2(c)(ii) below), then Grantee shall forfeit to the Company all unvested Restricted Stock and all rights arising from such unvested shares and from being a holder. Such unvested Restricted Stock shall automatically be cancelled as issued under the Plan by the Company with no further action or notice required on the part of the Company or Grantee.

(ii) If Grantee’s employment with Laredo is terminated (i) upon the death of Grantee or (ii) because Grantee is determined by the Board of Directors of the Company or the Administrator (as defined below) of the Plan to be subject to a Disability, then all of Grantee’s unvested shares shall automatically become vested shares as of the date of such termination and thereafter no longer be subject to the restrictions set forth in this Agreement.

3.             Issuance of Restricted Stock .  Restricted Stock may be issued, at the Company’s option, as follows:  (i) certificates evidencing the Restricted Stock may be issued by the Company and, if so, shall be registered in the Grantee’s name on the stock transfer books of the Company promptly after the date hereof, but shall remain in the physical custody of the Company or its designee at all times prior to the vesting of such Restricted Stock pursuant to Section 2(b); or (ii) may be registered in book entry form on the stock transfer books of the Company without issuance of physical certificates.

4.             Rights as a Stockholder .  The Grantee shall be the record owner of the shares of Restricted Stock until or unless such Restricted Stock is forfeited pursuant to Section 2 hereof, and as record owner shall generally be entitled to all rights of a stockholder with respect to the Restricted Stock (other than the right to transfer or dispose of such shares), including the right to vote and receive dividends (cash or otherwise); provided, however, that the Company will retain custody of all dividends and distributions, if any (“Retained Distributions”), made or declared on the Restricted Stock (and such Retained Distributions shall be subject to forfeiture and the same restrictions, terms, vesting and other conditions as are applicable to the Restricted Stock) until such time, if ever, as the Restricted Stock with respect to which such Retained Distributions shall have been made, paid or declared shall have become vested, and such Retained Distributions shall not bear interest or be segregated in a separate account. As soon as practicable following each Vesting Date, the restricted designation on the book entry form on the stock transfer books of the Company will be removed, and any applicable Retained Distributions, shall be delivered to the Grantee or to the Grantee’s legal guardian or representative.

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5.             Legend on Certificates .  The certificates representing the vested Restricted Stock delivered in the name of the Grantee as contemplated by Section 4 above shall be subject to such stop transfer orders and other restrictions as the Company may deem advisable under the rules, regulations and other requirements of the Securities and Exchange Commission, any stock exchange upon which such shares are listed, and any applicable federal or state laws, and the Company may cause a legend or legends to be put on any such certificates to make appropriate reference to such restrictions as the Company deems appropriate.

6.             No Right to Continued Employment .  This Agreement does not confer upon the Grantee any right to continuance of employment by the Company, nor shall it interfere in any way with the right of the Company to terminate Grantee’s employment at any time.

7.             Delivery of Laredo Petroleum Holdings, Inc. Prospectus dated December 30, 2011 .  Grantee acknowledges that Grantee has been provided a copy of the Company’s prospectus related to the Company’s 2011 Omnibus Equity Incentive Plan through such prospectus’ availability on the Company’s shared network drive, at S:\2011 Omnibus Equity Incentive Plan Prospectus .  A copy will also be provided to Grantee, upon Grantee’s written request to the Company.

8.             Terms of Issuance .  Grantee acknowledges being a party to one of the following agreements with Laredo: (i) a non-competition and confidentiality agreement; or (ii) a confidentiality, non-solicitation and non-disparagement agreement.

9.             Transferability . The Restricted Stock may not, at any time prior to becoming vested pursuant to Section 2(b), be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Grantee and any such purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable.

10.           Notice . Every notice or other communication relating to this Agreement shall be in writing, and shall be mailed to or delivered to the party for whom it is intended at such address as may from time to time be designated in a notice mailed or delivered to the other party as provided herein; provided that, unless and until some other address be so designated, all notices or communications by the Grantee to the Company shall be mailed or delivered to the Company at its Tulsa, Oklahoma, office and all notices or communications by the Company to the Grantee may be given to the Grantee personally or mailed to the Grantee’s home address as reflected on the books of the Company.

11.           Administration .  This Agreement and the issuance of shares contemplated hereunder shall be administered by Board or a committee of one or more members of the Board appointed by the Board to administer this Agreement and such issuance (the “Administrator”).  Subject to applicable law, the Administrator shall have the sole and plenary authority to: (i)  interpret, administer, reconcile any inconsistency in, correct any defect in and/or supply any omission in this Agreement; (ii) establish, amend, suspend, or waive any rules and regulations and appoint such agents as the Administrator shall deem appropriate for the proper administration of this Agreement; (iii) accelerate the lapse of restrictions on shares; and (iv) make any other determination and take any other action that the Administrator deems necessary or desirable for the administration of this

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Agreement.  The Administrator may delegate to one or more officers of the Company the authority to act on behalf of the Administrator with respect to any matter, right, obligation, or election that is the responsibility of or that is allocated to the Administrator herein, and that may be so delegated as a matter of law.

12.           Governing Law .  THIS AGREEMENT IS GOVERNED BY AND SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT REGARD TO THE CONFLICTS OF LAW PRINCIPLES OF SUCH STATE.  EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.

13.           Special Tax Election .  The Grantee may elect under Section 83 of the Internal Revenue Code of 1986, as amended (the “Code”) to be taxed in the year that the Restricted Stock is granted, rather than when and as such Restricted Stock vests.  This election must be filed with the Internal Revenue Service within thirty (30) days after the date of this Agreement (which is also the grant date of the Restricted Stock).  By making the election, the Grantee will elect to treat the value of the grant as ordinary income in 2012, even though (i) the value of the stock may be less when and if the Restricted Stock vests, and (ii) the Grantee could, in the future, forfeit his or her rights to any unvested stock.  You should consult with your own tax advisor concerning the benefits or risks of filing a Section 83(b) election .

14.                                                 Miscellaneous .

(a)           Amendment and Waiver.   The provisions of this Agreement may be amended, modified or waived only with the prior written consent of the Company and Grantee, and no course of conduct or failure or delay in enforcing the provisions of this Agreement shall be construed as a waiver of such provisions or affect the validity, binding effect or enforceability of this Agreement or any provision hereof.

(b)           Severability .  Any provision in this Agreement which is prohibited or unenforceable in any jurisdiction by reason of applicable law shall, as to such jurisdiction, be ineffective only to the extent of such prohibition or unenforceability without invalidating or affecting the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

(c)           Entire Agreement and Effectiveness .  This Agreement embody the complete agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede and preempt any prior understandings, agreements or representations by or among the parties, written or oral, which may have related to the subject matter hereof in any way.

(d)           Counterparts .  This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same Agreement.

(e)           Headings .  The paragraph headings have been inserted for purposes of convenience and shall not be used for interpretive purposes.

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(f)            Gender and Plurals .  Whenever the context may require, any pronouns used herein shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural and vice versa.

(g)           Successors and Assigns .  This Agreement shall bind and inure to the benefit of and be enforceable by and against Grantee, the Company and their respective successors, assigns, heirs, representatives and estates, as the case may be.

(h)           Construction .  Where specific language is used to clarify by example a general statement contained herein, such specific language shall not be deemed to modify, limit or restrict in any manner the construction of the general statement to which it relates.  The language used in this Agreement shall be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction shall be applied against any party.

(i)            Survival of Representations, Warranties and Agreements .  All representations, warranties and agreements contained herein shall survive the consummation of the transactions contemplated hereby and the termination of this Agreement.

(j)            WAIVER OF PUNITIVE AND EXEMPLARY DAMAGE CLAIMS .  EACH PARTY, BY EXECUTING THIS AGREEMENT, WAIVES, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY CLAIMS TO RECOVER PUNITIVE, EXEMPLARY OR SIMILAR DAMAGES NOT MEASURED BY THE PREVAILING PARTY’S ACTUAL DAMAGES IN ANY DISPUTE OR CONTROVERSY ARISING UNDER, RELATING TO OR IN CONNECTION WITH THIS AGREEMENT.

(k)            Spouses .  If the spouse of Grantee fails to execute the spousal consent set forth on the signature page attached hereto (the “Consent”), until such time as the Consent is duly executed, Grantee’s economic rights associated with his or her Shares will be suspended and not subject to recovery.  If a spouse or former spouse of Grantee acquires any of the unvested Restricted Stock issued pursuant hereto as a result of any property settlement or separation agreement, such spouse or former spouse hereby grants an irrevocable power of attorney (which will be coupled with an interest) to Grantee to give or withhold such approval as he or she will himself or herself approve with respect to such matter and without the necessity of the taking of any action by any such spouse or former spouse. Such power of attorney will not be affected by the subsequent disability or incapacity of the spouse or former spouse granting such power of attorney.

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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written.

SPOUSAL CONSENT

Grantee’s spouse, if any, is fully aware of, understands and fully consents and agrees to the provisions of this Agreement and their binding effect upon any marital or community property interests he or she may now or hereafter own, and agrees that the termination of his or her and Grantee’s marital relationship for any reason shall not have the effect of removing any restricted shares subject to this Agreement from coverage hereunder and that his or her awareness, understanding, consent and agreement are evidenced by his or her signature below.

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Exhibit 10.2

LAREDO PETROLEUM HOLDINGS, INC.

STOCK OPTION AGREEMENT

This Stock Option Agreement (“Agreement”) is made as of the 3rd day of February, 2012, by and between Laredo Petroleum Holdings, Inc., a Delaware Corporation (the “Company”), and                                                      (the “Optionee”), pursuant to the Laredo Petroleum Holdings, Inc. 2011 Omnibus Equity Incentive Plan (the “Plan”).  The provisions of the Plan are incorporated herein by reference, and all capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Plan.

W I T N E S S E T H:

WHEREAS, pursuant to the Laredo Petroleum Holdings, Inc. 2011 Omnibus Equity Incentive Plan (the “Plan”,), the Company desires to grant to the Optionee and the Optionee desires to accept an option to purchase shares of common stock, $.01 par value, of the Company (the “Common Stock”) upon the terms and conditions set forth in this Agreement;

NOW, THEREFORE, the parties hereto agree as follows:

1.             The Company hereby grants to the Optionee an option to purchase                                  shares of Common Stock at an Exercise Price of $                        .  This option is intended to be treated as a so-called “non-qualified stock option” and this Agreement will be construed and interpreted accordingly.

2.             Except as specifically provided herein, the option will become exercisable in accordance with the following schedule based upon the number of full years of the Optionee’s continuous employment or service with Laredo Petroleum, Inc. or any other Subsidiary of the Company (herein, “Laredo”), following February 3, 2012:

No shares of Common Stock may be purchased hereunder unless the Optionee shall have remained in the continuous employ or service of Laredo through February 2, 2013.  Unless sooner terminated, the option will expire if and to the extent it is not exercised within ten (10) years from the date hereof.

3.             The option may be exercised in whole or in part in accordance with the above schedule by delivering to the Secretary of the Company:  (a) a written notice specifying the

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number of shares to be purchased; and (b) payment in full of the Exercise Price, together with the amount, if any, deemed necessary by the Company to enable it to satisfy any income tax withholding obligations with respect to the exercise (unless other arrangements, acceptable to the Company, are made for the satisfaction of such withholding obligations).  The Exercise Price shall be payable (i) in cash, check, cash equivalent and/or shares of Common Stock having a Fair Market Value on the date of exercise equal to the Exercise Price (including, pursuant to procedures approved by the Plan Administrator (as defined herein), by means of attestation of ownership of a sufficient number of shares of Common Stock in lieu of actual delivery of such shares to the Company), provided , that such shares of Common Stock are not subject to any pledge or other security interest and are held for the applicable period as determined by the Company’s auditors to avoid adverse accounting charges, and (ii) by such other method as the Administrator may permit in accordance with applicable law, in its sole discretion, including without limitation, provided there is a public market for the shares of Common Stock at such time, (A) by means of a broker-assisted “cashless exercise” pursuant to which the Company is delivered a copy of irrevocable instructions to a stockbroker to sell the shares of Common Stock otherwise deliverable upon the exercise of the Option and to deliver promptly to the Company an amount equal to the Exercise Price or (B) by a “net exercise” method whereby the Company withholds from the delivery of the shares of Common Stock for which the Option was exercised that number of shares of Common Stock having a Fair Market Value equal to the aggregate Exercise Price for the shares of Common Stock for which the Option was exercised.  Any fractional shares of Common Stock shall be settled in cash.  The Administrator may specify a reasonable minimum number of shares of Common Stock or a percentage of the shares subject to an Option that may be purchased on any exercise of an Option; provided , that such minimum number will not prevent Optionee from exercising the full number of shares of Common Stock as to which the Option is then exercisable.

4.             No shares of Common Stock shall be sold or delivered hereunder until full payment for such shares has been made.  The Optionee shall have no rights as a stockholder with respect to any Common Stock covered by the option until a stock certificate for such shares is issued to him (or book entry transfer made).  Except as otherwise provided herein, no adjustment shall be made for dividends or distributions of other rights for which the record date is prior to the date such stock certificate is issued or book entry transfer made.

5.             (a)           The unvested portion of an Option shall expire upon termination of employment of the Optionee, and the vested portion of such Option shall remain exercisable for (A) one year following termination of employment or service by reason of the Optionee’s death or Disability, but not later than the expiration of the Option Period, or (B) ninety (90) days following termination of employment or service for any reason other than the Optionee’s death or Disability, and other than the Optionee’s termination of employment or service for Cause, but not later than the expiration of the Option Period.

(b)           Both the unvested and the vested but unexercised portion of an Option shall expire upon the termination of the Optionee’s employment or service by Laredo for Cause.

6.             No Right to Continued Employment .  This Agreement does not confer upon the Optionee any right to continuance of employment by the Company, nor shall it interfere in any way with the right of the Company to terminate the Optionee’s employment at any time.

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7.             Delivery of Laredo Petroleum Holdings, Inc. Prospectus dated December 30, 2011 .  The Optionee acknowledges that the Optionee has been provided a copy of the Company’s prospectus related to the Company’s 2011 Omnibus Equity Incentive Plan through such prospectus’ availability on the Company’s shared network drive, at S:\2011 Omnibus Equity Incentive Plan Prospectus .  A copy will also be provided to the Optionee, upon the Optionee’s written request to the Company.

8.             Terms of Issuance .  The Optionee acknowledges being a party to one of the following agreements with Laredo: (i) a non-competition and confidentiality agreement; or (ii) a confidentiality, non-solicitation and non-disparagement agreement.

9.             Transferability .  Neither the option granted hereunder nor the underlying Common Stock may, at any time prior to becoming vested pursuant to Section 2, be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Optionee and any such purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable.

10.           Notice . Every notice or other communication relating to this Agreement shall be in writing, and shall be mailed to or delivered to the party for whom it is intended at such address as may from time to time be designated in a notice mailed or delivered to the other party as provided herein; provided that, unless and until some other address be so designated, all notices or communications by the Optionee to the Company shall be mailed or delivered to the Company at its Tulsa, Oklahoma, office and all notices or communications by the Company to the Optionee may be given to the Optionee personally or mailed to the Optionee’s home address as reflected on the books of the Company.

11.           Administration .  This Agreement and the issuance of shares contemplated hereunder shall be administered by Board or a committee of one or more members of the Board appointed by the Board to administer this Agreement and such issuance (the “Administrator”).  Subject to applicable law, the Administrator shall have the sole and plenary authority to: (i)  interpret, administer, reconcile any inconsistency in, correct any defect in and/or supply any omission in this Agreement; (ii) establish, amend, suspend, or waive any rules and regulations and appoint such agents as the Administrator shall deem appropriate for the proper administration of this Agreement; (iii) accelerate the lapse of restrictions on shares; and (iv) make any other determination and take any other action that the Administrator deems necessary or desirable for the administration of this Agreement.  The Administrator may delegate to one or more officers of the Company the authority to act on behalf of the Administrator with respect to any matter, right, obligation, or election that is the responsibility of or that is allocated to the Administrator herein, and that may be so delegated as a matter of law.

12.           Governing Law .  THIS AGREEMENT IS GOVERNED BY AND SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT REGARD TO THE CONFLICTS OF LAW PRINCIPLES OF SUCH STATE.  EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.

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13.           Miscellaneous.

(a)           Amendment and Waiver.   The provisions of this Agreement may be amended, modified or waived only with the prior written consent of the Company and the Optionee , and no course of conduct or failure or delay in enforcing the provisions of this Agreement shall be construed as a waiver of such provisions or affect the validity, binding effect or enforceability of this Agreement or any provision hereof.

(b)           Severability .  Any provision in this Agreement which is prohibited or unenforceable in any jurisdiction by reason of applicable law shall, as to such jurisdiction, be ineffective only to the extent of such prohibition or unenforceability without invalidating or affecting the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

(c)           Entire Agreement and Effectiveness .  This Agreement embody the complete agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede and preempt any prior understandings, agreements or representations by or among the parties, written or oral, which may have related to the subject matter hereof in any way.

(d)           Counterparts .  This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same Agreement.

(e)           Headings .  The paragraph headings have been inserted for purposes of convenience and shall not be used for interpretive purposes.

(f)            Gender and Plurals .  Whenever the context may require, any pronouns used herein shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural and vice versa.

(g)           Successors and Assigns .  This Agreement shall bind and inure to the benefit of and be enforceable by and against the Optionee , the Company and their respective successors, permitted assigns, heirs, representatives and estates, as the case may be.

(h)           Construction .  Where specific language is used to clarify by example a general statement contained herein, such specific language shall not be deemed to modify, limit or restrict in any manner the construction of the general statement to which it relates.  The language used in this Agreement shall be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction shall be applied against any party.

(i)            Survival of Representations, Warranties and Agreements .  All representations, warranties and agreements contained herein shall survive the consummation of the transactions contemplated hereby and the termination of this Agreement.

(j)            WAIVER OF PUNITIVE AND EXEMPLARY DAMAGE CLAIMS .  EACH PARTY, BY EXECUTING THIS AGREEMENT, WAIVES, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY CLAIMS TO RECOVER PUNITIVE, EXEMPLARY OR SIMILAR DAMAGES NOT MEASURED BY THE PREVAILING PARTY’S ACTUAL

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DAMAGES IN ANY DISPUTE OR CONTROVERSY ARISING UNDER, RELATING TO OR IN CONNECTION WITH THIS AGREEMENT.

(k)            Spouses .  If the spouse of the Optionee fails to execute the spousal consent set forth on the signature page attached hereto (the “Consent”), until such time as the Consent is duly executed, the Optionee’s economic rights associated with his or her option will be suspended and not subject to recovery.  If a spouse or former spouse of the Optionee acquires any rights to the option granted hereby pursuant hereto as a result of any property settlement or separation agreement, such spouse or former spouse hereby grants an irrevocable power of attorney (which will be coupled with an interest) to the Optionee to give or withhold such approval as he or she will himself or herself approve with respect to such matter and without the necessity of the taking of any action by any such spouse or former spouse. Such power of attorney will not be affected by the subsequent disability or incapacity of the spouse or former spouse granting such power of attorney.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written.

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SPOUSAL CONSENT

The Optionee ‘s spouse, if any, is fully aware of, understands and fully consents and agrees to the provisions of this Agreement and their binding effect upon any marital or community property interests he or she may now or hereafter own, and agrees that the termination of his or her and the Optionee’s marital relationship for any reason shall not have the effect of removing any option subject to this Agreement from coverage hereunder and that his or her awareness, understanding, consent and agreement are evidenced by his or her signature below.

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Exhibit 10.3

PERFORMANCE COMPENSATION AWARD AGREEMENT

LAREDO PETROLEUM HOLDINGS, INC.

2011 OMNIBUS EQUITY INCENTIVE PLAN

This Performance Compensation Award (“Agreement”) is made as of the 3 rd  day of February, 2012, by and between Laredo Petroleum Holdings, Inc. (the “Company”) and                                                        (the “Participant”).

W I T N E S S E T H :

WHEREAS, the Participant is currently an employee of Laredo Petroleum, Inc., a wholly-owned subsidiary of the Company (“Laredo”), and the Company desires to have the Participant remain in such capacity and to afford the Participant the opportunity to participate in the potential increase in value of the Company over the Performance Period (as defined below).

NOW, THEREFORE, in consideration of the covenants and agreements herein contained, the parties hereto agree as follows:

1.             Grant of Performance Award .  Subject to the restrictions, terms and conditions set forth herein and in the Company’s 2011 Omnibus Equity Incentive Plan (the “Plan”), the Company hereby grants to the Participant                                                      (                        ) performance units (the “Performance Units”, or the “Award”).  Each Performance Unit has a value of $100.00.  The provisions of the Plan are incorporated herein by reference, and all capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Plan.

The Performance Units will be payable, if at all, in cash, based upon the achievement by the Company of the Performance Goals as described on Exhibit A, over a three (3) year period commencing January 1, 2012 and ending on December 31, 2014 (the “Performance Period”).  The date on which the Performance Period ends is referred to herein as the “Maturity Date.”

The specific Performance Goals described on Exhibit A were established by the Compensation Committee of the Company.  Subject to the other terms and conditions of this Agreement and the Plan, payment of the Performance Units will only be made if the Administrator certifies, following the close of the Performance Period, that the pre-established threshold Performance Goals have been exceeded in whole or in part on the Maturity Date, and then only to the extent of the level of performance so certified as having been achieved.

2.             Form of Payment .  Any portion of the Award earned by reason of the Administrator’s certification as described above will be payable in cash to the Participant (or the Participant’s beneficiary, or personal administrator in the case of your death or Disability) on or before March 15, 2015.  The amount of cash to be paid will be determined by multiplying the number of Units set forth in paragraph 1 by $100, and multiplying that product by the Total Shareholder Return Modifier (“TSR Modifier”).  For this purpose, the TSR Modifier means the percentage, if any, achieved by attainment of the Relative TSR Performance Goals for the

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Performance Period in accordance with the schedule set forth on Exhibit A, as certified by the Administrator.

3.             Transferability .  This Award shall not be transferable otherwise than by will or the laws of descent and distribution.  Any attempt by the Participant (or in the case of the Participant’s death or Disability, the Participant’s beneficiary or personal administrator) to assign or transfer the Award, either voluntarily or involuntarily, contrary to the provisions hereof, shall be null and void and without effect and shall render the Award itself null and void.

4.             Forfeiture Provisions .  The following forfeiture provisions shall apply to the Performance Units:

(a)           If the Participant’s employment with the Company or any if its Subsidiaries is terminated by the Company or such Subsidiary for any reason, with or without cause, or the Participant resigns (in either case, other than as set forth in Section 4(b) below) prior to the Maturity Date, then no amount shall be paid in respect of the Award.

(b)           If, prior to the Maturity Date, the Participant’s employment with the Company or any Subsidiary is terminated (i) by reason of the Participant’s death or (ii) because the Participant is determined by the Board of Directors of the Company or the Plan Administrator to be subject to a Disability, then the Participant shall be eligible to receive a pro-rated Award, taking into account the time between the date on which the Participant’s employment so terminated and the Maturity Date.  Any amount payable pursuant to this paragraph 4 shall be paid in accordance with Sections 1 and 2.

5.             Compliance with Section 162(m) .  The Administrator shall exercise its discretion with respect to this Award in all cases so as to preserve the deductibility of payments under the Award against disallowance by reason of Section 162(m) of the Code.

6.             Withholding .  The Company shall be obligated to withhold amounts sufficient to satisfy any tax withholding or similar withholding obligations to which the Company or its Subsidiaries may be subject by reason of payment under this Award.  The Participant expressly acknowledges and agrees that the Participant’s rights hereunder are subject to this obligation of the Company regarding any applicable taxes required to be withheld in connection with the Award, in a form and manner satisfactory to the Company.

7.             No Right to Continued Employment .  This Agreement does not confer upon the Participant any right to continuance of employment by the Company, nor shall it interfere in any way with the right of the Company to terminate the Participant’s employment at any time.

8.             Delivery of Laredo Petroleum Holdings, Inc. Prospectus dated December 30, 2011 .  The Participant acknowledges that he or she has have been provided a copy of the Company’s prospectus related to the Company’s 2011 Omnibus Equity Incentive Plan through such prospectus’ availability on the Company’s shared network drive, at S:\2011 Omnibus

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Equity Incentive Plan Prospectus .  A copy will also be provided to the Participant, upon written request to the Company.

9.             Notice . Every notice or other communication relating to this Agreement shall be in writing, and shall be mailed to or delivered to the party for whom it is intended at such address as may from time to time be designated in a notice mailed or delivered to the other party as provided herein; provided that, unless and until some other address be so designated, all notices or communications by the Participant to the Company shall be mailed or delivered to the Company at its Tulsa, Oklahoma, office and all notices or communications by the Company to the Participant may be given to the Grantee personally or mailed to the Participant’s home address as reflected on the books of the Company.

10.           Administration .  This Agreement and the issuance of shares contemplated hereunder shall be administered by Board or a committee of one or more members of the Board appointed by the Board to administer this Agreement and such issuance (the “Administrator”).  Subject to applicable law, the Administrator shall have the sole and plenary authority to: (i)  interpret, administer, reconcile any inconsistency in, correct any defect in and/or supply any omission in this Agreement; (ii) establish, amend, suspend, or waive any rules and regulations and appoint such agents as the Administrator shall deem appropriate for the proper administration of this Agreement; (iii) accelerate the lapse of restrictions on shares; and (iv) make any other determination and take any other action that the Administrator deems necessary or desirable for the administration of this Agreement.  The Administrator may delegate to one or more officers of the Company the authority to act on behalf of the Administrator with respect to any matter, right, obligation, or election that is the responsibility of or that is allocated to the Administrator herein, and that may be so delegated as a matter of law.

11.           Governing Law .  THIS AGREEMENT IS GOVERNED BY AND SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT REGARD TO THE CONFLICTS OF LAW PRINCIPLES OF SUCH STATE.  EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.

12.           Terms of Issuance .  The Participant acknowledges being a party to one of the following agreements with the Company or its Subsidiaries: (i) a non-competition and confidentiality agreement; or (ii) a confidentiality, non-solicitation and non-disparagement agreement.

13.           Miscellaneous .

(a)           Amendment and Waiver.   The provisions of this Agreement may be amended, modified or waived only with the prior written consent of the Company and the Participant, and no course of conduct or failure or delay in enforcing the provisions of this Agreement shall be

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construed as a waiver of such provisions or affect the validity, binding effect or enforceability of this Agreement or any provision hereof.

(b)           Severability .  Any provision in this Agreement which is prohibited or unenforceable in any jurisdiction by reason of applicable law shall, as to such jurisdiction, be ineffective only to the extent of such prohibition or unenforceability without invalidating or affecting the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

(c)           Entire Agreement and Effectiveness .  This Agreement embody the complete agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede and preempt any prior understandings, agreements or representations by or among the parties, written or oral, which may have related to the subject matter hereof in any way.

(d)           Counterparts .  This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same Agreement.

(e)           Headings .  The paragraph headings have been inserted for purposes of convenience and shall not be used for interpretive purposes.

(f)            Gender and Plurals .  Whenever the context may require, any pronouns used herein shall include the corresponding masculine, feminine or neuter forms, and the singular form of nouns and pronouns shall include the plural and vice versa.

(g)           Successors and Assigns .  This Agreement shall bind and inure to the benefit of and be enforceable by and against the Participant, the Company and their respective successors, allowable assigns, heirs, representatives and estates, as the case may be.

(h)           Construction .  Where specific language is used to clarify by example a general statement contained herein, such specific language shall not be deemed to modify, limit or restrict in any manner the construction of the general statement to which it relates.  The language used in this Agreement shall be deemed to be the language chosen by the parties to express their mutual intent, and no rule of strict construction shall be applied against any party.

(i)            Survival of Representations, Warranties and Agreements .  All representations, warranties and agreements contained herein shall survive the consummation of the transactions contemplated hereby and the termination of this Agreement.

(j)            WAIVER OF PUNITIVE AND EXEMPLARY DAMAGE CLAIMS .  EACH PARTY, BY EXECUTING THIS AGREEMENT, WAIVES, TO THE FULLEST EXTENT ALLOWED BY LAW, ANY CLAIMS TO RECOVER PUNITIVE, EXEMPLARY OR SIMILAR DAMAGES NOT MEASURED BY THE PREVAILING PARTY’S ACTUAL

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DAMAGES IN ANY DISPUTE OR CONTROVERSY ARISING UNDER, RELATING TO OR IN CONNECTION WITH THIS AGREEMENT.

(k)            Spouses .  If the spouse of the Participant fails to execute the spousal consent set forth on the signature page attached hereto (the “Consent”), until such time as the Consent is duly executed, the Participant’s economic rights associated with his or her Award will be suspended and not subject to recovery.  If a spouse or former spouse of the Participant acquires rights to any of the potential Award that may be issued pursuant hereto as a result of any property settlement or separation agreement, such spouse or former spouse hereby grants an irrevocable power of attorney (which will be coupled with an interest) to the Participant to give or withhold such approval as he or she will himself or herself approve with respect to such matter and without the necessity of the taking of any action by any such spouse or former spouse. Such power of attorney will not be affected by the subsequent disability or incapacity of the spouse or former spouse granting such power of attorney.

14.           Section 409A .  To the extent applicable, it is intended that this Agreement comply with the provisions of Section 409A of the Code and that this Award not result in unfavorable tax consequences to the Participant under Section 409A of the Code.  This Agreement will be administered and interpreted in a manner consistent with this intent, and any provision that would cause this Agreement to fail to satisfy Section 409A of the Code will have no force and effect until amended to comply therewith (which amendment may be retroactive to the extent permitted by Section 409A of the Code).  The Company and the Participant agree to work together in good faith in an effort to comply with Section 409A of the Code including, if necessary, amending this Agreement based on further guidance issued by the Internal Revenue Service from time to time, provided that the Company shall not be required to assume any increased economic burden.  Notwithstanding anything contained herein to the contrary, to the extent required in order to avoid accelerated taxation and/or tax penalties under Section 409A of the Code, the Participant shall not be considered to have terminated employment with Company for purposes of this Agreement and no payments shall be due to him or her under this Agreement which are payable upon his or her termination of employment until he or she would be considered to have incurred a “separation from service” from the Company within the meaning of Section 409A of the Code.  To the extent required in order to avoid accelerated taxation and/or tax penalties under Section 409A of the Code, amounts that would otherwise be payable and benefits that would otherwise be provided pursuant to this Agreement during the six-month period immediately following the Participant’s termination of employment shall instead be paid within 30 days following the first business day after the date that is six months following his or her termination of employment (or upon his death, if earlier).  In addition, for purposes of this Agreement, each amount to be paid or benefit to be provided to the Participant pursuant to this Agreement shall be construed as a separate identified payment for purposes of Section 409A of the Code.  The Participant acknowledges and agrees that payments made under this Agreement are subject to the Company’s requirement that the Participant reimburse the portion of any payment where such portion of the payment was predicated upon the achievement of financial

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results that are subsequently the subject of a restatement caused or partially caused by the Participant’s fraud or misconduct.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written.

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SPOUSAL CONSENT

Participant’s spouse, if any, is fully aware of, understands and fully consents and agrees to the provisions of this Agreement and their binding effect upon any marital or community property interests he or she may now or hereafter own, and agrees that the termination of his or her and Participant’s marital relationship for any reason shall not have the effect of removing any restricted shares subject to this Agreement from coverage hereunder and that his or her awareness, understanding, consent and agreement are evidenced by his or her signature below.

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Exhibit A

Performance Goals

Start of Performance Period — End of Performance Period

The Performance Goals established by the Compensation Committee of the Company are based on the Company’s relative three year total shareholder return (“TSR”) over the Performance Period measured against the Company’s Peer Group.  The final value of Performance Units (based on $100 per Performance Unit) granted at the Maturity Date can range from 0% to 200% of the target value in accordance with the following chart, and will be paid in cash to each Participant:

The Committee will interpolate all points between the Threshold and the Maximum Performance Goal.

TSR is calculated on the basis of the following formula:

with the Average Stock Price being the average closing stock price for the 30 trading days * immediately preceding the beginning of each of the Performance Period and the Maturity Date, as reported on the stock exchange on which such shares are listed.

The Peer Group consists of the following companies:**

*   or such shorter period that the stock may have traded beginning in calendar year 2011.

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** the Board, Committee or Administrator may, in its good faith, substitute in the event of a liquidation, dissolution merger, acquisition or similar event affecting any peer company.

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