FANNIE MAE
SUPPLEMENTAL PENSION PLAN OF 2003
Pursuant to
Section 5.5 of the Fannie Mae Supplemental Pension Plan of
2003 (the “Plan”), as authorized by the Conservator of
Fannie Mae (the Federal Housing Finance Agency) and in accordance
with the authority delegated to the Vice President & Deputy
General Counsel for Tax & Benefits to approve amendments to
benefit plans to the extent necessary to comply with Internal
Revenue Code Section 409A, the Plan is hereby amended as
follows, effective as of January 1, 2009 or, as to any
provision hereof required under Section 409A to be effective
January 1, 2008, as of January 1, 2008:
1. Section 2.1A
is hereby amended in its entirety to read as follows:
“2.1A.
“Actuarial Equivalent” means, as of any determination
date, a benefit which is of equal value to a benefit otherwise
payable in a different form or commencing at a different time under
the Plan, based on the applicable mortality tables and interest
factors (or other reduction factors) set forth in the Retirement
Plan and in effect on such determination date.”
2. Section 2.14
is hereby amended by inserting, after the words “even if
prior to the Effective Date” and the comma that follows them,
the words “and (for the avoidance of doubt) even if such
bonus is paid after the Participant’s Separation from
Service, and (c) Earnings (determined without regard to the
terms of the Retirement Plan included solely to comply with Section
401(a)(17) of the Code) were increased by the amount of any
retention bonus awards paid under the program established in
October 2008 and approved by the Conservator of Fannie Mae
(each, a “Retention Bonus Award”) while such
Participant was an Executive” followed by a comma.
3. Section 2.14(i)
is hereby amended by inserting, after the words “The amount
of the” the words “Retention Bonus Awards
and”.
4. Section 2.14
is hereby amended by adding at the end of 2.14(iii) the following
paragraphs:
“(iv) The
amount of the Retention Bonus Awards taken into account for the
calendar year ending on December 31, 2008 shall include any
Retention Bonus Awards paid in December 2008, April 2009,
and November 2009, which amounts (as limited pursuant to
clause (i) above) shall be treated as having been earned in
equal monthly installments over the course of such year (taking
into account all months of employment for the Corporation, whether
or not as an Executive, but disregarding periods following
termination of employment) for purposes of determining, under
Section 2.14(c) above, (A) the portion of such Retention
Bonus Awards added to Earnings for any month, and (B) whether
such Retention Bonus Awards were earned by the Participant while an
Executive.
(v) The
amount of the Retention Bonus Awards taken into account for the
calendar year ending on December 31, 2009 shall include the
Retention Bonus Awards paid in February 2010, which amount (as
limited pursuant to clause (i) above) shall be treated as
having been earned in equal monthly installments over the course of
such year (taking into account all months of employment for the
Corporation, whether or not as an Executive, but disregarding
periods following termination of employment) for purposes of
determining, under Section 2.14(c) above, (A) the portion
of such Retention Bonus Awards added to Earnings for
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