This Addendum or Modifications involves
Title: BANK ONE CORPORATION SUPPLEMENTAL SAVINGS AND INVESTMENT PLAN
Governing Law: New York Date: 3/2/2009
Industry: Money Center Banks Sector: Financial
BANK ONE CORPORATION
SUPPLEMENTAL SAVINGS AND INVESTMENT PLAN
As Amended and Restated Effective December 31, 2008
BANK ONE CORPORATION
SUPPLEMENTAL SAVINGS AND INVESTMENT PLAN
Amended and Restated Effective December 31, 2008
1. Purpose . The purpose of the BANK ONE CORPORATION Supplemental Savings and Investment Plan (“Supplemental Plan”) was to provide supplemental benefits to certain employees described in Section 3 below of BANK ONE CORPORATION, a Delaware corporation and any successors thereto (the “Corporation”) and of its subsidiaries and related entities (each an “Employer”; collectively, the “Employers”) who were participants in the BANK ONE CORPORATION Savings and Investment Plan (“SIP”) and whose ability to make contributions to the SIP was limited by operation of Section 401(a)(17), 401(k)(3), 401(m), 402(g) or 415 of the Internal Revenue Code of 1986, as amended (the “Code”) (which Code Sections, as used in this Supplemental Plan, shall include any comparable section or sections of any future legislation that amend, supplement or supersede those sections). This Supplemental Plan was an amendment and restatement of the First Chicago NBD Corporation Supplemental Savings and Investment Plan (“FCN Supplemental Plan”) and the BANK ONE CORPORATION 401(k) Restoration Plan (the “BOC Supplemental Plan”), and was intended to be the Corporation’s sole vehicle, effective January 1, 2000, for providing benefits that would otherwise be provided under the SIP but for the aforementioned limitations of the Code. The rights and benefits of any participant whose employment terminated prior to January 1, 2000 will be governed by the terms of the FCN Supplemental Plan or the BOC Supplemental Plan, as applicable, as in effect on the date of the participant’s termination of employment.
Effective as of July 1, 2004, the Corporation merged into JPMorgan Chase & Co., and all references herein to the Corporation shall mean, effective as of July 1, 2004, JPMorgan Chase & Co. and all references to SIP shall mean, effective as of December 31, 2004, JPMorgan Chase 401(k) Savings Plan. Allocations or credits to the accounts of the participants (other than investment experience) under this Supplemental Plan ceased as of December 31, 2004. The Supplemental Plan has separately accounted for any portion of a participant’s account (and investment experience thereon) that was not vested as of December 31, 2004 and has distributed those amounts subject to Section 409A of the Code as set forth herein in conformity with Section 409A of the Code. As specified herein, if a Participant was partially or fully vested in his/her account balance as of December 31, 2004, the vested portion of such balance has been grandfathered and shall be distributed in accordance with those sections herein not related Section 409A.
Pursuant to final and proposed Treasury Regulations and Internal Revenue Service Notice 2005-1 promulgated under Section 409A of the Code, the Supplemental Plan has been interpreted and operated in good faith compliance with Section 409A through December 31, 2008. Effective December 31, 2008, this Supplemental Plan has been amended to reflect changes in tax laws as mandated by Section 409A of the Code. The Supplemental Plan prior to its amendment and restatement and employee communications through December 31, 2008 shall constitute the plan for the interim period of good faith compliance. All sections of the Supplemental Plan that apply to non-vested balances as of December 31, 2004 shall be interpreted in such a manner as to comply with Section 409A.
2. Definitions .
(a) Unless the context clearly implies or indicates the contrary, a word, term or phrase used or defined in the SIP is similarly used or defined in the Supplemental Plan. The masculine pronoun whenever used herein is deemed to include the feminine and the singular shall be deemed to include the plural whenever the context requires.
(b) “Administrator’ means the Administrator of the JPMorgan Chase 2005 Deferred Compensation Plan.
(c) “Affiliate” has the meaning set forth in the JPMorgan Chase 2005 Deferred Compensation Plan.
(d) “Separation from Service” has the meaning set forth in the JPMorgan Chase 2005 Deferred Compensation Plan with respect to any allocations or credits to an account (including investment experience thereon) of a participant that was not vested as of December 31, 2004.
(e) “Specified Employee” has the meaning set forth in the JPMorgan Chase 2005 Deferred Compensation Plan.
(f) Effective as of July 1, 2004, “Committee” means the Administrator of the JPMorgan Chase 2005 Deferred Compensation Plan.
3. Eligibility . Effective as of December 31, 2004, no individual who was not otherwise participating in the Supplemental Plan on such date shall become a participant in this Supplemental Plan. A participant in the FCN Supplemental Plan or the BOC Supplemental Plan on December 31, 1999, who remains employed by an Employer on January 1, 2000, shall become a participant hereunder, and his account under either such plan shall be transferred to and become subject to the terms of the Supplemental Plan. Each other individual who, on or after January 1, 2000, is a participant in the SIP shall be eligible to participate in the Supplemental Plan if: (i) he is a highly compensated employee (as defined under Code Section 414(q); and (ii) his contributions to the SIP are limited because of the application of Section 401(a)(17), 401(k)(3), 401(m), 402(g) or 415 of the Code.
4. Participation . Effective as of December 31, 2004, no individual who was not otherwise participating in the Supplemental Plan on such date shall be become a participant in this Supplemental Plan. An individual eligible to participate pursuant to Section 3 above shall participate in the Supplemental Plan automatically pursuant to his election under the SIP and shall participate in the same manner with the same rights and under the same terms and conditions as his participation under the SIP, except as may otherwise be prescribed herein. The Committee or its designee shall notify each participant of his automatic participation.
5. Supplemental Benefit . As of December 31, 2004, no further allocations or credits (other than investment experience) have been made to the accounts of the participants. As of that date, the account of a participant was separated into a vested portion and non-vested portion and have been subject to separate recordkeeping. Prior to December 31, 2004, an allocation was made to the Supplemental Plan account of a participant whenever the amount of Before-Tax Contributions and/or Matching Contributions that would have otherwise been made under the SIP on his behalf was limited by operation of Section 401(a)(17), 401(k)(3), 401(m), 402(g) or 415 of the Code. Such allocation shall equal the amount of Before-Tax Contributions and/or Matching Contributions that are so limited.
6. Account Adjustments . A participant in the Supplemental Plan may make an election to have his account treated as though it were invested in one of the available investment funds, which shall be designated by the Plan Administrator from time to time. In the absence of such an election, a participant’s account shall be treated in accordance with a default election established by the Plan Administrator for such cases. The frequency, timing and form of investment reallocation directions and restrictions thereon shall be determined by the Plan Administrator.
7. Distribution of Acco