EX-10.2

EXHIBIT10.2

FIRST BANCORP

RESTRICTED STOCK AWARDAGREEMENT

THIS AGREEMENT

is entered into as of the ___ day of _________, ____, and effective as of the ____ day of _______, ______

(the “Effective Date”), by and between First BanCorp (the"Corporation"), and __________ (the "Participant").

The Corporation, pursuant to itsFirst BanCorp 2026 Omnibus Incentive Plan,as amended (the "Plan"),hereby grants the following

stock award to the Participant, which award shall have the terms and conditions set forthin this Agreement:

1.Definitions

All capitalizedterms used hereinand not otherwisespecifically definedherein shallhave themeanings ascribedto such termsin

the Plan. The following definitions shall be in effect under this Agreement:

(a) “

Disability

” means with respect to any Participant, long-term disability as defined under the welfare benefit plan maintained by

the Corporation or an Affiliate and in which the Participant participates and from which the Participant is receiving long-term disability

benefits.

(b) “

Retirement

” means the voluntary termination of employment by aParticipant after attaining: (i) age sixty-five (65); or (ii)age

sixty(60)withfifteen(15)yearsofservicewiththeCorporation;providedthatgroundsforaterminationofemploymentbythe

Corporation for Cause does not exist.

2.Award

The Corporation, asof the EffectiveDate, hereby grantsto the Participant arestricted stock award of

_____

shares (the "Shares")

of commonstock, parvalue $0.10per share,of theCorporation (the"Common Stock"),subject tothe termsand conditionsset forth

hereinand subjectto theterms andconditionsof thePlanwhichis incorporatedherein byreferenceandmadea parthereof forall

purposes.

The restrictedperiod shallcommence uponthe EffectiveDate and shalllapse withrespect to theShares on suchdate thevesting

period of the Shares elapses.

3.Vesting

Subject to the terms and conditions of this Agreement,the Shares shall vest solely on the basis of the passage of time overa three-

year periodas follows: fiftypercent (50%)of theShares shall veston thesecond anniversarydate ofthe EffectiveDate ofthe award

and the remaining fiftypercent (50%) shallvest on thethird anniversary dateof the EffectiveDate,subject to theParticipant’s continued

employmentwiththe Corporationor anAffiliateas providedin Section7 hereofin theeventof death,Disability,Retirement,or a

Change in Control.

4.Restriction on Transfer

Until the Shares vest pursuant to Section 3 hereof, none of the Shares may be sold, assigned, transferred, pledged, hypothecated, or

otherwise encumbered, and no attemptto transfer the Shares, whether voluntaryor involuntary, byoperation of law or otherwise, shall

vest the transferee with any interest or right in or with respect to the Shares.

5.Issuance and Custody

(a)Shares ofCommonStock shallbe issuedin book-entryform onlyandshall notbe representedby acertificateandshallbe

registered in the name of the Participant. Each such book-entry shall bearthe following legend:

“THE SALE, TRANSFER OR ASSIGNMENT OF THE SECURITIESREPRESENTED BY THIS BOOK-ENTRY

FORM ARE SUBJECT TOTHE TERMS AND CONDITIONSOF A CERTAINRESTRICTED STOCK AWARD

AGREEMENT EFFECTIVEAS OF _______,____, AS AMENDEDFROM TIMETO TIME,AND THEFIRST

BANCORP 2026 OMNIBUS INCENTIVE PLAN, AS MAYBE AMENDED FROM TIME TO TIME. COPIES OF

SUCH AGREEMENTAND PLANMAYBE OBTAINEDATNO COSTBY WRITTENREQUEST MADEBY

THE HOLDEROF RECORD OFTHIS BOOK-ENTRY FORM TOTHE SECRETARY OF THE CORPORATION.”

(b) The Participant shall execute stock powers relating to the Shares and deliver thesame to the Corporation. The Corporation shall

use such stock powers only for the purpose of canceling any unvested Sharesthat are forfeited.

deposited by the Corporation with the Secretary ofthe Board of Directors (the “Secretary”) ofthe Corporation or a custodian designated

by theSecretary.Unless otherwisedeterminedby theCommittee, deliveryof theShares willbe bybook-entrycredit toan account

maintained by the registrar and transfer agent of the shares with the applicable restrictions on transferability imposed on such Shares by

this Agreement.

(d) After any Sharesvest pursuant toSection 3 hereof and thereexists no restrictions ontransfer pursuant to Section4 hereof, the

Corporation shallpromptly causeissue abook-entry formevidencing suchvested Shares,free ofthe legendprovided insection 5(a)

hereof, and shall be delivered to the Participant or the Participant's legal representatives,beneficiaries, or heirs.

6.Distributions and Adjustments

(a)IfthereisanychangeinthenumberorcharacterofSharesofCommonStock(throughanextraordinarystockdividend,

recapitalization,stocksplit,reversestocksplit,reorganization,merger,consolidation,split-up,spin-off,combination,repurchaseor

exchange of Shares of CommonStock or other securities of theCorporation, issuance of warrants or otherrights to purchase Shares of

Common Stockor other securitiesof the Corporationor other similarcorporate transaction orevent affectingthe Shares suchthat the

CompensationandBenefitCommitteeoftheBoardofDirectors(the"Committee")determinesthatanadjustmentto theAwardis

determined to be appropriate in order to prevent dilution or enlargementof the interest represented by the Shares), the Committee shall

adjust the Awardconsistent with Section 5(e) of the Plan..

(b)AnyadditionalSharesofCommonStock,anyothersecuritiesoftheCorporationandanyotherproperty(exceptforcash

dividends) distributedwith respectto theShares priorto thedate theShares vestshall besubject tothe samerestrictions,terms, and

conditions as the Shares.

respect to theShares prior tothe date suchShares vest shallbe promptly depositedwith the Secretary,or the custodiandesignated by

the Secretary to be held in custody in accordance with Section 5(c) hereof.

(d) Sharesshall have therights to dividendsor dividend equivalents,as applicable,during the RestrictionPeriod. Such dividends

or dividend equivalents will accrue during the Restriction Period, but not bepaid until restrictions lapse.

(e) The Participant will have the right to vote the Shares.

7.Forfeiture; Terminationof Services; Change of Control

(a) In theevent of thedeath of theParticipant while employedby the Corporation,Shares held bythe Participant whichhave not

vested, shall vest irrespective of whether the vesting period has been completed.

(b) In the event the Participant’s employment is terminated by reason of Disability,Shares held by such participant which have not

vested, shall vest irrespective of whether the vesting period has been completed.

Cause, Shares held by the Participant which have not vested shall be forfeited and canceled for no consideration upon such termination.

(d) Unless otherwisedetermined by the Committee,in the event theParticipant’s employmentends as a resultof the Participant’s

resignation from theCorporation or an Affiliateother than upon theParticipant’s Retirement,any Shares held bysuch Participant that

has not vested, shall be forfeited and canceled upon such resignation.

(e)IntheeventtheParticipant’semploymentisterminatedbyreasonofRetirement,SharesheldbytheParticipantshallvest

irrespective of whether the vesting period has been completed.

(f) In the eventany portion of theaward is not assumedby the successor entityin a Change inControl, the Shares shallvest as of

the Change in Control irrespectiveof whether the applicable vestingperiod has been completed. In theevent any portion of theShares

is assumed by the successor entity in aChange in Control and the Participant’s employment is involuntarily terminated by the successor

corporation without Cause within oneyear after the Changein Control, the Sharesshall vest asof the termination irrespective ofwhether

the applicable vesting period has been completed.

8.Taxes

The Corporationis authorized towithhold fromany Awardgranted, anypayment relatingto an Awardunder thePlan, including

from a distribution of sharesof Common Stock, or anypayroll or other payment toa participant, amounts of withholding andother taxes

due or potentially payable in connectionwith any transaction involving an Award,and to take such other action as theCommittee may

deemadvisableto enablethe Corporationand participantsto satisfyobligationsforthe paymentof withholdingtaxes andothertax

obligations relating toany Award. This authority shallinclude authority towithhold or receiveshares of CommonStock orother property

and to make cash payments inrespect thereof in satisfaction of a participant’s withholding obligations, either on a mandatoryor elective

basisinthediscretionofthe Committee,orinsatisfactionofothertaxobligationsifsuchwithholdingwillnotresultinadditional

accounting expense to the Corporation. Notwithstanding other provisions ofthe Plan, only the minimum number of shares of Common

StockdeliverableinconnectionwithanAwardnecessarytosatisfystatutorywithholdingrequirementswillbewithheld,unless

withholding of any additional amount of shares of Common Stock will notresult in additional accounting expense to the Corporation.

9.Miscellaneous

(a) This Agreement is issuedpursuant to the Planand is subject to its terms.Participant hereby acknowledgesreceipt of a copyof

the Plan. The Plan is also available for inspection during business hours at the principaloffice of the Corporation.

(b) This Agreementshall not confer onthe Participant any rightwith respect to continuanceof employment ofthe Corporation or

any of its subsidiaries.

conflicts of laws principles thereof.

IN WITNESS WHEREOF

, the parties hereto have caused thisAgreement to be duly executed, and thecorporate seal affixed,

by its officers thereunto duly authorized, and the Participant hashereunto set his hand, all on the day and year first above written.

Corporate Seal

FIRST BANCORPPARTICIPANT

By:

FILING DETAILS