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CYTEC SUPPLEMENTAL EMPLOYEES' RETIREMENT PLAN

Addendum or Modifications

CYTEC SUPPLEMENTAL EMPLOYEES' RETIREMENT PLAN | Document Parties: American Cyanamid Company | Cytec Industries Inc You are currently viewing:
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American Cyanamid Company | Cytec Industries Inc

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Title: CYTEC SUPPLEMENTAL EMPLOYEES' RETIREMENT PLAN
Governing Law: New Jersey     Date: 2/26/2009
Industry: Chemical Manufacturing     Sector: Basic Materials

CYTEC SUPPLEMENTAL EMPLOYEES' RETIREMENT PLAN, Parties: american cyanamid company , cytec industries inc
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Exhibit 10.2(j)

CYTEC SUPPLEMENTAL EMPLOYEES’ RETIREMENT PLAN

(As amended and restated effective January 1, 2009)

Effective as of January 1, 1994, Cytec Industries Inc. (the “Company”) established the Cytec Supplemental Employees’ Retirement Plan (the “Plan”). The Plan is intended to constitute an unfunded pension plan maintained primarily for a select group of management or highly compensated employees which is exempt from Parts 2, 3 and 4 of Title I of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The Plan makes up the amount of the accrued benefits which cannot be provided under the Cytec Past Service Retirement Plan and the Cytec Salaried and Nonbargaining Employees’ Retirement Plan as a result of the limitation on the amount of compensation which can be taken into account under Section 401(a)(17) of the Internal Revenue Code of 1986, as amended (the “Code”), and includes in the calculation of compensation all such income in the year in which it would have otherwise been credited for purposes of determining benefits, even if receipt is deferred until a subsequent year. The Plan is not a qualified plan under the Code and benefits are paid by, or on behalf of, the Employer.

The Plan replaced that portion of the American Cyanamid Company and Subsidiaries ERISA Excess Retirement Plan (the “Cyanamid Excess Plan”) which provided benefits in excess of the limits imposed by Section 401(a)(17) of the Code. Pursuant to the Transfer and Distribution Agreement dated December 17, 1993 between American Cyanamid Company and Cytec Industries Inc., the Plan assumed such excess liabilities attributable to employees of the Company and certain subsidiaries of the Company covered by the Cyanamid Excess Plan on December 31, 1993 who became employees of an Employer on January 1, 1994.

The Plan is amended and restated effective January 1, 2009. The Plan, as amended and restated, is intended to comply with Section 409A of Code, the regulations thereunder and related guidance issued by the Internal Revenue Service (“IRS”).

ARTICLE I

Definitions

1.1 “ Actuarial Equivalent ” means an amount or benefit of equal value based on a 6  1 / 2 % interest rate and the 1971 TPF&C Forecast Mortality Table (or, at the discretion of the Pension Administration Committee, the most recent version of such table) with employee ages set back one year and beneficiary ages set back five years.

1.2 “ Board of Directors ” means the Board of Directors of the Company.

1.4 “ Code ” means the Internal Revenue Code of 1986, as amended.

1.5 “ Company ” means Cytec Industries Inc.

1.6 “ Compensation Committee ” means the Compensation and Management Development Committee of the Board of Directors, and any successor thereto.


1.7 “ Eligible Employee ” means any person employed by an Employer who is a participant in the Employees’ Retirement Plan and/or the Past Service Plan and whose vested benefits payable under either or both of the Retirement Plans are subject to the Section 401(a)(17) Limitation in any Plan Year.

1.8 “ Employees’ Retirement Plan ” means the Cytec Salaried and Nonbargaining Employees’ Retirement Plan, as amended from time to time.

1.9 “ Employer ” shall mean the Company, D Aircraft Products, Inc., Cytec Fiberite Inc., any successor thereto, or any of the Company’s subsidiaries which adopts the Plan with the consent of the Board of Directors.

1.10 “ Normal Retirement Date ” means the Normal Retirement Date as defined in the Employees’ Retirement Plan.

1.11 “ Participant ” means an Eligible Employee who becomes a Participant pursuant to Article II of the Plan.

1.12 “ Past Service Plan ” means the Cytec Past Service Retirement Plan.

1.13 “ Pension Administration Committee ” means the Pension Administration Committee created by the Board of Directors, and any successor thereto.

1.14 “ Pension Plan Benefit ” means the aggregate annual retirement benefit payable to or on account of a Participant from the Retirement Plans.

1.15 “ Plan ” means this Cytec Supplemental Employees’ Retirement Plan, as set forth herein, as amended from time to time.

1.16 “ Plan Year ” means each twelve (12) consecutive month period commencing each January 1 and ending on the following December 31.

1.17 “ Retirement Plans ” means the Past Service Plan and the Employees’ Retirement Plan.

1.18 “ Section 401(a)(17) Limitation ” means the limit on the amount of compensation which can be taken into account under Section 401(a)(17) of the Code, as adjusted from time to time by the Secretary of Treasury, for purposes of computing the accrued benefits which can be paid from the Retirement Plans.

1.19 “ Section 415 Limitation ” means the limitation under Section 415 of the Code on annual benefits payable from the Retirement Plans.

1.20 “ Separation from Service ” occurs on the date that the Participant dies, retires, or otherwise has a termination of employment with the Company (within the meaning of Treasury Regulation Section 1.409A-1).

1.21 “ SERP Benefit ” shall mean the annual retirement benefit payable pursuant to the terms of this Plan.

 

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1.22 “ Years of Service ” means Years of Service as defined under the Employees’ Retirement Plan, which includes Years of Service credited for purposes of the Past Service Plan.

1.23 For purposes of this Plan, unless the context requires otherwise, the masculine includes the feminine, the singular the plural, and vice-versa. Any reference to a “Section” or “Article” shall mean the indicated section or article of this Plan unless otherwise specified.

ARTICLE II

Participation

An Eligible Employee shall become a Participant on the date the Eligible Employee becomes a participant in a Retirement Plan or, if later, the date on which the Eligible Employee satisfies the eligibility requirements to become a Participant in the Plan, and the Compensation Committee designates such individual as eligible to participate in the Plan.

An employee who is hired by an Employer on or after April 1, 2007, shall not become a Participant in the Plan. With respect to an employee who is rehired by an Employer on or after April 1, 2007, and was previously a Participant in the Plan, such Participant’s service with, and compensation from, an Employer on and after April 1, 2007 shall not be taken into account for purpose of determining the SERP Benefit under Article III of the Plan.

ARTICLE III

SERP Benefit

Each Participant who qualifies for a normal, early or deferred Pension Plan Benefit under the Retirement Plans shall be entitled to a SERP Benefit provided that the Participant is credited with at least five Years of Service on the date of the Participant’s retirement. The amount of a Participant’s SERP Benefit shall be equal (a) minus (b) as follows:

 

 

(a)

The Participant’s Pension Plan Benefit, expressed as a straight life annuity with no ancillary benefits, which would have been payable to the Participant under the Retirement Plans absent the application of the Section 401(a)(17) Limitation and the Section 415 Limitation with respect to compensation in excess of the Section 401(a)(17) Limitation, and including all compensation when it would have otherwise been credited for purposes of determining benefits, even if receipt is deferred to a subsequent year; provided, however, that deferred compensation paid in a subsequent year shall not again be included as compensation for purposes of computing the SERP Benefit hereunder; minus

 

 

(b)

The sum of the Participant’s Pension Plan Benefit, expressed as a straight life annuity with no ancillary benefits, and the Participant’s annual benefit under the Cytec Excess Retirement Plan, if any.

 

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ARTICLE IV

Vesting

A Participant shall become fully vested in the SERP Benefit upon completion of five Years of Service.

ARTICLE V

Death Benefits

If a married Participant who is eligible for a SERP Benefit under the Plan dies and has not commenced payment of the SERP Benefit, such Participant’s spouse shall be eligible for a pre-retirement survivor annuity under this Article V of the Plan.

The amount of the pre-retirement survivor annuity shall be payable to the Participant’s spouse in the form, and amount, that such spouse would have received if the Participant had retired on the day before the Participant’s death and had elected to receive the SERP Benefit commencing immediately in the form of a Joint and 50% Survivor Annuity.

If the Participant is at least age 55 on the date of death, payment of the pre-retirement survivor annuity shall commence on the first business day of the month following the Participant’s death, but in no event later the fifteenth day of the third calendar month following the date on which the Participant dies. If the Participant is not at least age 55 on the date of death, payment of the pre-retirement survivor annuity shall commence on the first business day of the month following the date that the Participant would have attained age 55 is the Participant had lived, but in no event later the fifteenth day of the third calendar month following the date on which the Participant would have attained age 55.

ARTICLE VI

Form of Payment

6.1 Form of Payment

The Pension Administration Committee shall obtain from each Participant no later than December 31, 2008, an election as to the form of payment of the Participant’s SERP Benefit. A Participant may elect to have the SERP Benefit paid in one of the following forms of payment:

 

 

(a)

Modified Spouse Option . An adjusted SERP Benefit payable for the Participant’s life, with the provision that after death, a percentage of the SERP Benefit (10% to 100% in 10% increments, and 75%) shall be continued during the life of the Participant’s spouse (at the time of retirement), if the beneficiary survives the Participant.

 

 

(b)

Contingent Annuitant Option . An adjusted SERP Benefit payable for the Participant’s life, with the provision that after death, a percentage of the SERP Benefit (10% to 100% in 10% increments, and 75%) shall be continued during the life of the Participant’s beneficiary (at the time of retirement), if the beneficiary survives the Participant.

 

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(c)

Ten-Year Certain and Life Option . An


 
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