FUN » Topics » Amendment and Restatement of Incentive Compensation Plans

This excerpt taken from the FUN 8-K filed Jul 24, 2007.

Amendment and Restatement of Incentive Compensation Plans

In addition to the changes required to make the existing incentive compensation plans compliant with Section 409A of the Code, Cedar Fair amended the plans as follows:

The Cedar Fair, L.P. Amended and Restated Senior Management Long-Term Incentive Compensation Plan, pursuant to which Cedar Fair has traditionally granted phantom unit awards, was amended so that:

 

   

in the event of a change in control or a participant’s death, disability or retirement while employed by Cedar Fair, awards for that year, as well as any unpaid awards from prior years, will be paid in a lump sum cash payment within ninety days of the event (or such period of time as may be required by Section 409A of the Code); and

 

   

in the event of change in control, awards will be deemed to have been earned at 100% of the target level in the year of the change in control.


The Cedar Fair, L.P. Amended and Restated 2000 Equity Incentive Plan, pursuant to which the Board or a committee of the Board may grant various types of awards including units, options for units, unit appreciation rights and restricted units, was amended so that:

 

   

the exercise price of a unit purchasable under an option or a unit appreciation right may not be less than the fair market value of the unit on the date of grant of the option or unit appreciation right; and

 

   

all payments for performance based awards would be made or deferred in compliance with Section 409A.

The Cedar Fair, L.P. Amended and Restated 2000 Senior Executive Management Incentive Plan, pursuant to which performance based cash incentive awards are granted, was amended so that:

 

   

in the event that a participant retires or dies during a performance period, the participant or his estate will receive the prorated cash incentive award;

 

   

in the event of a change in control, all cash incentive awards will be deemed to have been earned at 100% of the target level in the year of the change in control;

 

   

in all other instances of separation from service, the participant will forfeit the entire cash incentive award; and

 

   

payment and deferral of any performance based cash incentive awards will be made in compliance with Section 409A.

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