This excerpt taken from the KBW DEF 14A filed Apr 27, 2007.
Termination Due to a Change in Control
Other than the severance and change in control payments and benefits described above, no enhanced payments or benefits are payable in the case of termination of employment following, or due to, a change in control of the Company. However, the occurrence of a termination of employment in connection with a change in control of the Company increases the likelihood that an executive will be subject to federal excise tax imposed under Section 4999 of the Code. For example, if a change in control and the simultaneous termination of employment of the named executive officers had occurred on December 31, 2006, Messrs. Duffy, Senchak and Michaud would each be entitled to gross-up payments in respect of this excise tax. The calculation of this gross-up amount in the tables above is based upon an excise tax rate of 20%, a 35% federal income tax rate, a 1.45% Medicare tax rate and a state income tax rate applicable to the individual executive. For purposes of this gross-up payment calculation, it is assumed that no amounts will be discounted as attributable to reasonable compensation and no value is attributed to the executives non-competition covenants.