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HBI » Topics » the Earthgrains Company Supplemental Executive Retirement Plan

This excerpt taken from the HBI 8-K filed Sep 5, 2006.

the Earthgrains Company Supplemental Executive Retirement Plan

A-1. History and Purpose. The purpose of this Supplement A is to describe the benefits that would have been payable under the Earthgrains SERP to each Supplement A Participant (defined below) and to describe the benefits payable to each eligible Supplement A Participant under the Plan. This Supplement A is intended to supersede the terms of the Earthgrains SERP as applied to any Supplement A Participant. Accordingly, any benefit payable to or on behalf of a Supplement A Participant under this Supplement shall be considered to have been provided under the Earthgrains SERP for all purposes. A Supplement A Participant who receives the benefits described in this Supplement shall be deemed to have received his or her entire Earthgrains SERP benefit. Except as otherwise specifically provided herein, a Supplement A Participant is not intended to receive any rights under this Supplement A in addition to his or her rights under the Earthgrains SERP. “Supplement A Participant” means each Transferred Participant who was an active participant in the Earthgrains SERP as of December 31, 2002.

A-2. Supplement A Pension SERP Benefit. In lieu of a Pension SERP Benefit, a Supplement A Participant shall be entitled to the following:

 

  (a) Amount of Supplement A Pension SERP Benefit. Subject to the requirements set forth below, each Supplement A Participant who retires or terminates employment with all Controlled Group Members shall be entitled to a benefit equal to the following:

 

  (i) The benefit which would be payable to the Supplement A Participant under the Earthgrains supplement to the Pension Plan, determined (A) without regard to the limitation of Code Section 401(a)(17), and (B) using the definition of Earthgrains Formula Compensation (as defined in the Sara Lee SERP); minus

 

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  (ii) The Supplement A Participant’s actual accrued benefit under the Earthgrains supplement of the Pension Plan.

 

  (b) Form of Payment.

 

  (i) The benefit payable to a Supplement A Participant (the Participant’s “Supplement A SERP Benefit”) shall be paid as follows:

 

  (A) Subject to Subparagraphs (B) and (C) below, if the Participant did not make a valid 2006 Supplement A Special Election (as defined below), the Participant’s Supplement A SERP Benefit shall be paid in a lump sum as soon as practicable after such Supplement A Participant’s Separation from Service; provided, however, that in no event shall distribution to a Specified Employee be made less than 6 months following his or her Separation from Service.

 

  (B) If the Supplement A Participant made a valid 2006 Supplement A Special Election, the Participant’s Supplement A Benefit shall be paid in accordance with such election. A “2006 Supplement A Special Election” means a Supplement A Participant’s valid election, made prior to December 31, 2005 in accordance with rules and procedures established by the Committee, to receive his or her Supplement A Benefit in actuarially equivalent quarterly installments, semi-annual installments or annual installments (as elected) for a period not to exceed 5 years, commencing as soon as practicable after such Supplement

 

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       A Participant’s Separation from Service (or, for a Specified Employee, 6 months following his or her Separation from Service).

 

  (C) In lieu of the payment method and timing described in Subparagraphs (A) or (B), the Participant may elect to receive his or her Supplement A Benefit in actuarially equivalent quarterly installments, semi-annual installments or annual installments (as elected) for a period not to exceed 5 years, commencing 5 years after the later of (x) the Participant’s Separation from Service, or (y) the date the Participant otherwise would have commenced payment of his or her Supplement A Benefit under Subparagraphs (A) or (B) above, as applicable; provided, however that an election under this Subparagraph (C) must be made in accordance with rules and procedures established by the Committee and must be received by the Committee at least 1 year before Participant’s Separation from Service. A new election under this Subparagraph shall revoke all prior elections; provided, however, that an election received within 1 year of the date of the Participant’s Separation from Service shall be invalid.

 

  (c) Actuarial Factors. The following actuarial factors shall apply for purposes of this Paragraph A-2:

 

  (i) Present Value. Present value shall be determined using the factors set forth in the Pension Plan;

 

  (ii) Early Retirement Reduction. The reduction for early commencement shall be determined using the early retirement reduction factors set forth in the Earthgrains supplement to the Pension Plan; provided, however, that no reduction shall apply if the Supplement A Participant retires after attaining age 62 with 20 Years of Service.

 

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  (iii) Installment Payments. The actuarial factors for determining installment payments shall be determined using the factors set forth in the Pension Plan.

A-3. Plan Provisions. All provisions of the Plan, to the extent that they are consistent with the provisions of this Supplement, shall apply to Supplement A Participants; provided, however, that a Supplement A Participant shall only be entitled to a benefit under the Plan to the extent such benefit is specifically provided under this Supplement A.

 

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