EK » Topics » 10. Pension Benefits

These excerpts taken from the EK 10-K filed Mar 1, 2007.

5.     Pension Benefits

Pursuant to Section 4 of the 2006 Retention Agreement and Section 10 of the 1998 Agreement, you will receive an enhanced pension payment as a result of the deemed service granted under the 2006 Retention and 1998 Agreements, subject to any and all conditions in such Agreements. This amount will be paid in the form of a single lump sum cash payment within 60 days after your Last Day of Work.

10.     Pension Benefits

A.       In General. Subject to the provisions of this Section 10, Kodak will enhance the retirement benefits you may become entitled to under the Kodak Retirement Income Plan (“KRIP”), the Kodak Unfunded Retirement Income Plan (“KURIP”), and the Kodak Excess Retirement Income Plan (“KERIP”). The purpose of this enhanced retirement benefit is to bridge the time period that you have not been employed by Kodak by providing you with service under KRIP for the approximately 8 year period commencing in May of 1990 and ending upon the date of your reemployment by Kodak. More specifically, assuming you satisfy the conditions of Section 10(B) below and subject to the offset provisions contained in Section 10(E) below, Kodak agrees to pay you the retirement income benefit you accrue under KRIP, KURIP and KERIP: (1) in accordance with the terms of KRIP, KURIP and KERIP as in effect on the date of this letter agreement; and (2) based on crediting you with an additional 8 years and 2 months of deemed service under each of these plans. This crediting of deemed service shall apply for purposes of establishing: (i) the total amount of “Accrued Service” used to calculate your KRIP, KURIP and KERIP retirement benefits; and (ii) your “Total Service” for purposes of determining the applicability of any early retirement reduction factor contained in KRIP, KURIP and KERIP.
   
B. Continuous Employment. In order to receive the enhanced retirement benefit described above, you must remain continuously employed with Kodak during the 5 year period commencing on the date of your reemployment. Except as provided in Section 10(C) below, if your employment terminates for any reason, whether voluntarily or involuntarily, prior to the fifth anniversary of your employment with Kodak, you will not be entitled to receive any of the enhanced retirement benefits described above.
   
C. Termination For Other Than Cause or Disability. Notwithstanding Section 10(B) above, if during the 5 year period commencing on the date of your reemployment, Kodak terminates your employment for other than “Cause” or “Disability,” as those terms are defined in Section 12 below, you will be entitled to the total amount of deemed service as set forth in A above.
   
D. Payment. The amount of the enhanced retirement benefit, if any, payable to you under this Section 10 will: (i) be paid in such form(s) as Kodak, in its discretion, determines; (ii) be paid out of Kodak’s general assets, not under KRIP; (iii) not be funded in any manner; (iv) be included in your gross income as ordinary income, subject to all income and payroll tax withholding required to be made under all applicable laws; and (v) not be grossed up or be given any other special tax treatment by Kodak.
   
E. Offset. The amount of the retirement income benefit, if any, provided to you under this Section 10 will be offset by the following:
   
i.       KRIP, KURIP and KERIP. The retirement income benefit payable to you under the terms of KRIP, KURIP and KERIP, and any successor plan(s) thereto; and
 
ii. Prior Employer Plan. Any other retirement benefit provided to you pursuant to the retirement plan or program of any employer, other than Kodak.
 
For purposes of determining the amount of any offset under this Section 10, the amount of any retirement benefit payable to you under any plan shall be calculated pursuant to the same actuarial assumptions that are used to calculate your KRIP benefit and assuming the same frequency of payment, form of benefit and commencement date of payment as the benefits payable to you under KRIP.
 
F. Employee Benefit Plan. To the extent the terms of this letter constitute an “employee benefit plan” under Section 3(3) of the Employee Retirement Income Security Act of 1974 (“ERISA”), the Senior Vice President, Eastman Kodak Company and Director, Human Resources shall be the plan administrator of the plan. The plan administrator shall have total and exclusive responsibility to control, operate, manage and administer the plan in accordance with its terms and all the authority that may be necessary or helpful to enable him/her to discharge his/her responsibilities with respect to the plan. Without limiting the generality of the preceding sentence, the plan administrator shall have the exclusive right to: interpret the plan, decide all questions concerning eligibility for and the amount of benefits payable under the plan, construe any ambiguous provision of the plan, correct any default, supply any omission, reconcile any inconsistency, and decide all questions arising in the administration, interpretation and application of the plan. The plan administrator shall have full discretionary authority in all matters related to the discharge of his/her responsibilities and the exercise of his/her authority under the plan, including, without limitation, his/her construction of the terms of the plan and his/her determination of eligibility for benefits under the plan. It is the intent of the plan, as well as both parties hereto, that the decisions of the plan administrator and his/her action with respect to the plan shall be final and binding upon all persons having or claiming to have any right or interest in or under the plan and that no such decision or actions shall be modified upon judicial review unless such decision or action is proven to be arbitrary or capricious.
 
G. Definition. Any defined term used in this Section 10 or in Sections 9 and 11, other than those specifically defined therein, shall have the same meaning for purposes of this document as that ascribed to it under KRIP.

Page 3 of 11


Mr. Daniel Meek
July 31, 1998

4.     Pension Benefits

A.       In General. Subject to the terms of this Section 4, Kodak agrees to calculate your retirement and survivor benefits under the Kodak Retirement Income Plan (“KRIP”), Kodak Unfunded Retirement Income Plan (KURIP”) and Kodak Excess Retirement Income Plan (“KERIP”) by adding 3 years to your age, and crediting you with an additional 3 years of service for purposes of determining your Accrued and Total Service (as those terms are defined in KRIP). This enhancement is in addition to the deemed service described in Section 10 of the 1998 Agreement. The benefits payable as a result of this enhancement will be offset by the benefits payable to you under KRIP, KURIP, KERIP and Section 10 of the 1998 Agreement. The amount of the offset shall be determined by the Administrator (as defined in Subsection (E) below), using whatever assumptions he or she deems reasonable, in his or her sole discretion. In no event will any benefits paid under this Section 4 be “benefits bearing,” as defined in Section 2(F) above.
 
B. Continued Employment. Except as provided in Subsection (C) below, in order to receive the benefits described in this Section 4, it will be necessary for you to remain continuously employed by Kodak through the Retention Date (as defined in Section 3(C)(ii) above). If, prior to such date, your employment terminates for any reason, other than as set forth in Subsection (C) below, you will not be entitled to the benefits described in this Section 4.
 
C. Termination of Employment. Notwithstanding Subsection (B) above to the contrary, if, prior to the Retention Date (as defined in Section 3(C)(ii)), (i) you die, (ii) terminate employment as a result of a Disability (as defined in Section 3(D)), (iii) terminate employment for Good Reason (as defined in Section 2(D)), or (iv) Kodak terminates your employment without Cause (as defined in Section 3(C)), you will still receive the benefits described in this Section 4.
 
D. Payment. The amount of the benefits, if any, payable to you pursuant to this Section 4 will: (i) be paid in the form of a lump sum payment within 60 days after your termination of employment; (ii) be paid out of Kodak’s general assets, not under KRIP; (iii) not be funded in any manner; and (iv) be included in your gross income as ordinary income, subject to all income, payroll and employment tax withholdings required to be made under all applicable federal, state and local law or regulation.
 
E. Administration. The benefit described in this Section 4 will be administered by the Kodak employee with the title Director of Human Resources (“Administrator”), who will have the same authority with respect to the benefits provided in this Section 4 as the Oversight Committee has with respect to the benefits provided in Section 2, as described in Section 2(G) above.

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Mr. Daniel T. Meek
January 9, 2006

EXCERPTS ON THIS PAGE:

10-K (3 sections)
Mar 1, 2007
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