Summary of COOPER COMPANIES INC

Entry into a Material Definitive Agreement, Financial Statements and Exhibit

ITEM 1.01. Entry Into a Material Definitive Agreement.

2013 Incentive Payment Plan

On January 3, 2013, the Organization and Compensation Committee (the "Committee") of the Board of Directors of The Cooper Companies, Inc. ("Cooper") approved the 2013 Incentive Payment Plan (the "2013 Plan") for Cooper and its subsidiaries (collectively with Cooper, the "Company"), a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

The 2013 Plan provides incentives to officers and key employees of the Company who are expected to contribute significantly to increasing the Company's revenue, income, earnings per share and cash flow. Participation levels under the 2013 Plan are set at percentages of base salaries previously assigned to designated positions within the Company. Awards will be paid under the 2013 Plan with respect to the Company's 2013 fiscal year, ending October 31, 2013, if the operating business' (CooperVision's or CooperSurgical's) or the Company's consolidated results (depending upon the named participant's employer) meet specified performance targets. Performance targets for named participants employed by an operating business are tied to the attainment by that business of specified levels of revenue, operating income, earnings per share and cash flow as defined in the 2013 Plan. For named participants employed by Cooper, performance targets are tied to the attainment of certain levels of consolidated revenue, operating income, earnings per share and cash flow as defined in the 2013 Plan. In addition, a component of the participants' awards may be granted on a discretionary basis by each participant's division head or the Chief Executive Officer, or in the case of the five most highly paid executive officers and named Section 16(b) officers, by the Committee, following an assessment of each participant's performance.