AMENDED AND RESTATED
A. SCHULMAN, INC.
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
WHEREAS, A. Schulman, Inc. (the
“Company”) previously adopted the A. Schulman, Inc.
Supplemental Executive Retirement Plan, effective January 1,
2004 (the “Plan”); and
WHEREAS, since January 1, 2005, the Company
administered the Plan in good faith compliance with the
requirements of Section 409A of the Internal Revenue Code of
1986, as amended (“Section 409A”); and
WHEREAS, as of the Effective Date (as defined
below), only one participant in the Plan has not yet received
distribution of his Plan benefit; and
WHEREAS, the Company desires to amend the Plan
as described herein to freeze the Plan as of the Effective Date and
to comply with Section 409A.
NOW, THEREFORE, the Plan is hereby amended and
restated in its entirety effective as of this 30th day of December,
2008 (“Effective Date”) as follows:
1.
Participation . Participation in the Plan shall be limited
to any person who was participating in the Plan as of the Effective
Date and who had not yet received or begun to receive payment of
his or her Benefit (as defined below) pursuant to the Plan (a
“Participant”). As of the Effective Date, no
individuals shall become eligible to participate in the
Plan.
2.
Benefit . The “Benefit” of any Participant under
this Plan shall be equal to the amount the Participant would have
been entitled under the terms of the Plan as in effect immediately
prior to the Effective Date and calculated as provided therein. As
of the Effective Date, no benefits shall accrue under the
Plan.
3.
Distribution of Benefit . A Participant shall be entitled to
distribution of his or her Benefit in the form of a life annuity
payable in substantially equal monthly installments beginning on
the first day of the first calendar month that begins on or after
the date the Participant attains age 65 (the “Normal
Retirement Date”) and continues each month thereafter until
the Participant’s death. Notwithstanding the foregoing, if a
Participant dies before his or her Normal Retirement Date, the
Participant’s beneficiary shall be entitled to receive
payment of the Participant’s Benefit in the form of a life
annuity commencing within 90 days following the
Participant’s death.
4.
Changes to the Time/Form of Payment . A Participant may
change the time and/or form of distribution of his or her Benefit
subject to the following limitations:
(a) Prior to December 31, 2008
. On or before December 31, 2008, a Participant may change the
time or form of distribution of his or her Benefit by submitting a
written deferral election to the Company on or before
December 31, 2008; provided, however, that: (i) such
election will not apply to any amount otherwise payable in calendar
year 2008; and (ii) such election may not cause an amount to
be paid in calendar year 2008 that would not otherwise be payable
in calendar year 2008. After December 31, 2008, any election
made pursuant to this Section 4(a) may be changed or revoked only
as provided in Section 4(b).
(b) After December 31, 2008 .
A Participant may change the time or form of distribution of his or
he
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