ARCH COAL, INC.
SUPPLEMENTAL RETIREMENT PLAN
409A DOCUMENT
WHEREAS,
Arch Coal, Inc. (“Company”) previously adopted the Arch
Coal, Inc. Supplemental Retirement Plan (“Plan”);
and
WHEREAS,
the Company reserved the right to amend the Plan pursuant to
Section 6.G thereof; and
WHEREAS,
for purposes of Section 409A of the Internal Revenue Code of
1986, as amended (“Code”), the Company desires to
“grandfather” benefits accrued by individuals who were
in pay status as of December 31, 2004, and the benefits of
individuals who terminated employment prior to 1998 who had not
commenced payments as of January 1, 2009; and
WHEREAS,
the benefits of such individuals shall be determined under the
terms of the Plan in effect at the time of their termination of
employment; and
WHEREAS,
other than as provided above, the Company does not desire to
“grandfather” any benefits under the Plan for purposes
of Section 409A of the Internal Revenue Code of 1986, as
amended;
NOW,
THEREFORE, effective January 1, 2009, the Plan is amended and
restated in its entirety as follows:
ARCH COAL, INC.
SUPPLEMENTAL RETIREMENT PLAN
409A DOCUMENT
A.
“Code” means the Internal Revenue Code of 1986, as
amended.
B.
“Committee” means the committee appointed pursuant to
Section 4.
C.
“Company” means Arch Coal, Inc., a Delaware
corporation.
D.
“Employee” means a person who is classified as a
salaried employee by the Employer and who is a participant in the
Retirement Plan.
E.
“Employer” means the Company or any of its subsidiaries
or affiliates which adopts the Plan with the consent of the Company
and of which the majority of the issued and outstanding voting
stock or equity is owned directly or indirectly by the
Company.
F.
“Participant” means an Employee who has satisfied the
eligibility requirements of Section 2.
G.
“Plan” means this Arch Coal, Inc. Supplemental
Retirement Plan.
H.
“Retirement Plan” as above stated means the Arch Coal,
Inc. Retirement Account Plan.
I.
“Specified Employee” means a key employee (as defined
in Code Section 416(i) without regard to Code
Section 416(i)(5)) determined in accordance with the meaning
of such term under Code Section 409A and the regulations
promulgated thereunder and the Company’s established
methodology for determining specified employees. As of
January 1, 2009, the Board has determined that a Specified
Employee shall include any individual who is a participant in the
Plan or the Arch Coal, Inc. Deferred Compensation Plan.
Any
individual who was a Participant in this Plan on December 31,
2008 shall continue as a Participant on January 1, 2009. On or
after January 1, 2009, each Employee whose benefits under the
Retirement Plan are limited by operation of Code Section 415
or Code Section 401(a)(17) or who defers compensation included
in the definition of compensation under the Retirement Plan into a
nonqualified deferred compensation plan sponsored by the Employer
shall be a Participant in this Plan on the later of January 1,
2009, the date the Employee’s Retirement Plan benefits are
first limited by Code Section 415 or Code
Section 401(a)(17) or the date such deferrals are
made.
2
A.
Benefits shall be payable under this Section 3 of the Plan to
those Participants who participate in the Retirement Plan and whose
benefits are (a) limited on account of the limitations of
Section 415 of the Code, (b) limited on account of the
limitation on compensation under Section 401(a)(17) of the Code or
(c) calculated without regard to amounts (which otherwise
would be included in the definition of compensation under the
Retirement Plan) due to an election to defer those amounts into a
nonqualified deferred compensation plan sponsored by the Employer,
the amount of benefits payable under this Section 3 shall
equal the excess (if any) of:
(1)
the lump sum amount which would have been payable to the
Participant under the Retirement Plan (as of the date benefits
commence under this Plan) without regard to the limitations of
Section 415 of the Code and without regard to the limitation
on compensation under Section 401(a)(17) of the Code, and
including in his or her compensation any amounts included in the
definition of compensation under the Retirement Plan that were
deferred into a nonqualified deferred compensation plan sponsored
by the Employer, over
(2)
the lump sum benefit the Participant is entitled to receive under
the Retirement Plan (as of the date benefits commence under this
Plan).
Benefits under
this Section 3.A shall be paid on the first day of the month
following the date the Participant terminates employment and shall
be paid in a lump sum.
Notwithstanding
the above, payment of benefits shall no
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