PBG » Topics » What other forms of compensation do we provide to our employees, including the Named Executive Officers, and why do we provide them?

This excerpt taken from the PBG DEF 14A filed Apr 7, 2009.
What other forms of compensation do we provide to our employees, including the Named Executive Officers, and why do we provide them?
 
The Company provides a number of other employee benefits to its employees, including the Named Executive Officers, that are generally comparable to those benefits provided at similarly sized companies. Such benefits enhance the Company’s reputation as an employer of choice and thereby serve the objectives of our compensation program to attract, retain and motivate our executives.
 
Pension.  During 2008, the Company maintained a qualified defined benefit pension plan for essentially all U.S. salaried and hourly non-union employees hired before January 1, 2007, and a non-qualified defined benefit pension plan (the “Excess Plan”) for such employees with annual compensation or pension benefits in excess of the limits imposed by the IRS. The Excess Plan provides for a benefit under the same benefit formula as provided under the qualified plan, but without regard to the IRS limits. The terms of these plans are essentially the same for all participating employees and are described in the Narrative to the Pension Benefits Table. Our U.S.-based Named Executive Officers (Messrs. Foss, Drewes, King and Crawford) have accrued pension benefits under these plans.
 
Mr. Petrides participates in a separate international non-qualified defined benefit pension plan (the “PepsiCo International Retirement Plan”), which is designed to provide a pension benefit to senior executives who live and work outside of the U.S. or their home country. The pension benefit provided under this plan is essentially the same as that provided to our U.S. employees under the above-referenced qualified pension plan and Excess Plan and is offset by all amounts paid to or on behalf of the executive by the Company pursuant to any Company sponsored plan or government mandated programs.
 
The Company does not provide any specially enhanced pension plan formulas or provisions that are limited to our Named Executive Officers.
 
Effective April 1, 2009, the Company amended its qualified and non-qualified defined benefit pension plans to cease all future accruals for salaried and non-union U.S. hourly employees with the exception of employees who, on March 31, 2009 (i) met a Rule of 65 (combined age and years of service equal to or greater than 65) or (ii) were at least age 50 with five years of service. The Named Executive Officers except for Mr. Crawford satisfy the Rule of 65 and will continue to accrue pension benefits. Mr. Crawford will cease to accrue pension benefits and will be eligible to receive the Company Retirement Contribution described below.
 
401(k) Savings Plan.  Our U.S.-based Named Executive Officers participate in the same 401(k) savings program as provided to other U.S. employees. This program includes a Company match. The Company does not provide any special 401(k) benefits to our Named Executive Officers.
 
In general, salaried and non-union U.S. hourly employees hired on or after January 1, 2007 are eligible to receive a company retirement contribution (“CRC”) under the 401(k) plan equal to 2% of eligible compensation (annual pay and bonus). Effective April 1, 2009, salaried and non-union U.S. hourly employees who ceased to accrue a benefit under the defined benefit pension plans will be eligible to


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receive the CRC, and the CRC for all eligible employees with ten or more years of service will be 3% of eligible compensation.
 
Deferred Income Program.  The Company also maintains an Executive Income Deferral Program (the “Deferral Program”), through which all Company executives, including the Named Executive Officers, paid in U.S. dollars, may elect to defer their base salary and/or their annual cash bonus. The Company makes the Deferral Program available to executives so they have the opportunity to defer their cash compensation without regard to the limit imposed by the IRS for amounts that may be deferred under the 401(k) plan. The material terms of the Deferral Program are described in the Narrative to the Nonqualified Deferred Compensation Table.
 
Health and Welfare Benefits.  The Company also provides other benefits such as medical, dental, life insurance, and long-term disability coverage, on the same terms and conditions, to all employees, including the Named Executive Officers.
 
This excerpt taken from the PBG DEF 14A filed Apr 10, 2008.
What other forms of compensation do we provide to our employees, including the Named Executive Officers, and why do we provide them?
 
The Company provides a number of other employee benefits to its employees, including the Named Executive Officers, that are generally comparable to those benefits provided at similarly sized companies. Such benefits enhance the Company’s reputation as an employer of choice and thereby serve the objectives of our compensation program to attract, retain and motivate our executives.
 
Pension.  The Company maintains a qualified defined benefit pension plan for essentially all U.S. salaried and hourly non-union employees hired before January 1, 2007 and a non-qualified defined benefit pension plan (the “Excess Plan”) for such employees with annual compensation or pension benefits in excess of the limits imposed by the IRS. The Excess Plan provides for a benefit under the same benefit formula as provided under the qualified plan, but without regard to the IRS limits. The terms of these plans are essentially the same for all participating employees and are described in the Narrative to the Pension Benefits Table. Our U.S.-based Named Executive Officers (Messrs. Foss, Drewes, King and Rapp) participate in these plans.
 
Mr. Petrides participates in a separate international non-qualified defined benefit pension plan (the “PepsiCo International Retirement Plan”), which is designed to provide a pension benefit to senior executives who live and work outside of the U.S. or their home country. The pension benefit provided under this plan is essentially the same as that provided to our U.S. employees under the above-referenced qualified pension plan and Excess Plan and is offset by all amounts paid to or on behalf of the executive by the Company pursuant to any Company sponsored plan or government mandated programs.
 
The Company does not provide any specially enhanced pension plan formulas or provisions that are limited to our Named Executive Officers.
 
401(k) Savings Plan.  Our U.S.-based Named Executive Officers participate in the same 401(k) program as provided to other U.S. employees that includes a Company match. The Company does not provide any special 401(k) benefits to our Named Executive Officers.
 
Deferred Income Program.  The Company also maintains an Executive Income Deferral Program (the “Deferral Program”), through which all Company executives, including the Named Executive Officers, paid in U.S. dollars, may elect to defer all or part of their base salary and/or their annual cash bonus. The Company makes the Deferral Program available to executives so they have the opportunity to defer all or a portion of their cash compensation without regard to the limit imposed by the IRS for amounts that may be deferred under the 401(k) plan. The material terms of the Deferral Program are described in the Narrative to the Nonqualified Deferred Compensation Table.
 
Health and Welfare Benefits.  The Company also provides other benefits such as medical, dental, life insurance, and long-term disability coverage, on the same terms and conditions, to all employees, including the Named Executive Officers.
 
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