Federal
Home Loan Bank of Pittsburgh
Supplemental
Executive Retirement Plan
Amended and Restated Effective June 26, 2007
Revised December 19, 2008
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Revised:
December 19, 2008
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66343v6
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Article
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Page
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Preamble
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1
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Definitions
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2
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Participation
and Vesting
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4
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Amount and
Payment of Supplemental Benefits
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5
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Administration
of the Plan
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10
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General
Provisions
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12
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Revised:
December 19, 2008
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66343v6
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The Federal
Home Loan Bank of Pittsburgh (the “Bank”) participates
in the Financial Institutions Retirement Fund (“Retirement
Fund”), a defined benefit retirement plan qualified under the
Internal Revenue Code (the “Code”) for employees of the
Federal Home Loan Bank of Pittsburgh. The Retirement Fund provides
benefits to employees based upon age at retirement, years of
service and high three-year average salary.
However, as
a result of the limitations imposed upon the aggregate amount of
benefits that a Participant may receive from the Retirement Fund
under Section 415 and other sections of the Code, such
limitations causing a reduction in the benefits otherwise provided
to certain of the Bank’s executives, the Bank has adopted
this nonqualified, unfunded Supplemental Executive Retirement Plan
(“Plan”). The purpose of this Plan is to allow certain
executives whose benefits under the Retirement Fund would otherwise
be significantly restricted by the terms of the Retirement Fund
itself or the Code to receive benefits under the Plan in order to
make up the benefits lost under the Retirement Fund.
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Revised:
December 19, 2008
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66343v6
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1
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1.1
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“Board” or “Board
of Directors” means the Board of Directors of the Federal
Home Loan Bank of Pittsburgh.
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1.2
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“FIRF Beneficiary” means
the person or persons designated by a Retiree under the provisions
of the Retirement Fund to receive his/her benefits in the event of
his/her death prior to receipt of all benefits
thereunder.
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1.3
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“SERP Beneficiary” means
the person or persons designated by a Participant under the
provisions of this SERP to receive his/her benefits in the event of
his/her death prior to receipt of all benefits hereunder. If no
person is designated by a Participant or the designated person or
persons do not survive the Participant, the Participant’s
SERP Beneficiary shall be his/her estate.
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1.4
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“Compensation” means
the: a) annual base salary plus b) incentive compensation,
(excluding LTI, as defined below) which would be payable to a
Participant for services rendered to the Bank (before reductions or
deductions for any reason) on account of his/her employment with
the Bank. Provided that as to any incentive compensation under the
VIP (as defined below), the portion of each Participant’s
annual award that shall be included shall not exceed the maximum
amount of incentive compensation that would have been included for
such Participant in that year if the Bank’s short-term
incentive compensation plan in effect as of June 25, 2007
continued in effect after 1/01/2008. The remaining portion of any
VIP incentive compensation award shall be excluded from the
definition of Compensation.
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1.5
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“Effective Date” means
January 1, 1991.
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1.6
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“Human Resources
Committee” means the Human Resources Committee of the Board
of Directors.
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1.7
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“LTI” means any Long
Term Incentive Compensation Plan maintained by the Bank from time
to time.
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1.8
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“Participant” means an
executive or other key employee who has been recommended by the
Bank President, and confirmed by the Board, as eligible to
participate in the Plan.
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1.9
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“Plan Administrator”
means such officer(s) or manager of the Bank who has been appointed
by the Human Resources Committee to administer the Plan as set
forth in Section 4.2 of the Plan. The Human Resources Managing
Director shall serve as the Plan Administrator unless the Board
shall appoint another Bank officer(s) or manager.
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1.10
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“Retiree” means a
Participant who has retired under the terms of the Retirement Fund
on a normal retirement benefit, an early retirement benefit, or a
total and permanent incapacity benefit.
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Revised:
December 19, 2008
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66343v6
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2
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1.11
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“Supplemental Thrift
Plan” means the Federal Home Loan Bank of Pittsburgh
Supplemental Thrift Plan.
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1.12
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“Supplemental Benefits”
means the benefits under this Plan.
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1.13
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“Separation from
Service” means the Participant’s death, retirement, the
time at which the Participant’s services performed for the
Bank are permanently reduced to no more than 20 percent of the
average level of services performed by the Participant over the
preceding 36-month period, or other termination of employment all
as set forth in applicable definitions under 26 C.F.R. 1.409A-1(h)
and related and successor regulations as may be in effect from time
to time.
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1.14
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“VIP” means the
Bank’s short-term Variable Incentive Compensation Plan
adopted by the Bank’s Board of Directors effective
January 1, 2008 under which annual incentive compensation
awards may be made.
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Revised:
December 19, 2008
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66343v6
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3
Article II
Participation
and Vesting
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2.1
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Participation
. An executive or other
key employee shall become eligible for Plan participation on the
later of the first day of the calendar month coincident with or
next following the date his/her participation is approved by the
Board or the Effective Date. Once selected as a Participant, a
Participant shall continue as a Participant until the Board
determines otherwise. No Participant shall have the right to
continue as a Participant in the Plan. Upon designation as a
Participant, the Participant will be given a copy of the
Plan.
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2.2
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Termination of
Participation . A Participant’s eligibility
for Supplemental Benefits under the Plan, if any, shall terminate
if his/her employment with the Bank terminates, unless, at that
time the Participant is entitled to a vested benefit from the
Retirement Fund. A Participant’s Supplemental Benefits under
this Plan may be subject to Forfeiture for Cause, at any time, as
defined in Section 5.6.
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2.3
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Vesting of Supplemental
Benefits .
Supplemental Benefits in this Plan shall vest when benefits vest
under the Retirement Fund subject to the Forfeiture for Cause as
defined in Section 5.6.
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Revised:
December 19, 2008
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66343v6
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4
Article III
Amount and
Payment of Supplemental Benefits
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3.1
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Obligation to Pay the Supplemental
Benefits — Events Which Trigger Payment
. The Supplemental
Benefits under this Plan shall be payable by the Bank only with
respect to Participants who die or terminate employment with the
Bank with vested benefits from the Retirement Fund. Consistent with
Section 5.2, such Supplemental Benefits shall be payable only
from the general assets of the Bank.
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3.2
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Amount of Supplemental
Benefits .
Except in the case of Participant’s death while in active
service, the value, if any, of the Supplemental Benefits shall be
equal to the excess of (a) over (b), where:
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(a)
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is
the value of the benefit that would be payable (in a lump sum) as
calculated by the Retirement Fund (for services to the Bank) to, or
on account of the Participant in the Retirement Fund, if the
provisions of the Retirement Fund were administered:
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(i)
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without regard to the limitations
imposed by Section 401(a)(17) and Section 415 of the
Internal Revenue Code;
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(ii)
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with benefit service calculated from
date of hire with the Bank;
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(iii)
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with restoration of Compensation
reduced as a result of the Participant’s deferral of such
Compensation under the terms of the Supplemental Thrift Plan;
and
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(iv)
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using the Compensation definition in
this Plan.
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(b)
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is
the value of the benefit as calculated by the Retirement Fund in a
lump sum (for services to the Bank), payable to or on account of
the Participant in the Retirement Fund.
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3.3
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Amounts Vested as of 12/31/04
— Form of Payment of Supplemental Benefits
. A Participant must
file a written payment election with the Plan Administrator
indicating the form of payment of Supplemental Benefits under this
Plan; provided, however, that any election made within one year of
the first day (January 1) of the calendar year in which the
Participant would become eligible to receive payment of
Supplemental Benefits under this Plan shall not be effective, and
the election in effect immediately prior to the election(s) made
within such one-year period shall be deemed to be the election of
the Participant. It is expressly agreed that, except in the case of
a Participant’s death in active service or as otherwise
provided in this Plan, initial payment of Supplemental Benefits due
to a Participant under this Plan shall begin within 90 days
following the date of Participant’s Separation from Service,
as defined above. The manner in which such Supplemental Benefits
are paid to a Participant shall be in accordance with
the
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Revised:
December 19, 2008
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66343v6
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5
Participant’s
payment election then in effect. If the Participant has elected a
single lump sum payment, such payment shall be made within
90 days of Participant’s Separation from Service. If the
Participant has elected a form of payment other than a single lump
sum payment, the initial installment shall be paid within
90 days of Participant’s Separation from Service and
each remaining annual payment shall be made no later than
March 31 of each succeeding year. The available forms of
payment of the Supplemental Benefits payable hereunder shall be as
follows:
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(a)
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a
life annuity over the life of the Participant;
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(b)
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a
100 percent joint and survivor annuity over the life of the
Participant and Participant’s spouse;
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(c)
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a
50 percent joint and survivor annuity over the life of the
Participant and the Participant’s spouse;
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(d)
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a
revised retirement allowance during life with some other benefit
payable upon the Participant’s death, where either a dollar
amount or percentage of the retirement allowance and death benefit
respectively are specified in the payment election;
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(e)
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a
single lump sum payment; or
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(f)
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a
partial lump sum payment equal to 25 percent, 50 percent
or 75 percent of the total benefit and an annual allowance for
the remainder of the benefit which must commence at the time of the
partial lump sum payment.
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If a
Participant fails for any reason to have a valid and effective
written payment election hereunder, Supplemental Benefits under
this Plan shall be paid within 90 days of the later of the
first day of the month in which the Participant has a Separation
from Service or attains age 65 and shall be paid in the form of a
single lump sum payment.
At any time
when a Participant who is a party to a split dollar life insurance
agreement with the Bank (an “SDA”) has an advance cash
surrender value election in force under the SDA, such Participant
shall, regardless of any other payment election made under this
Plan, be deemed to have elected a single lump sum payment under
this Plan. A Participant who is a party to an SDA and wishes to
make a payment election under this Plan other than a lump sum
payment may do so only if he/she revokes any advance cash surrender
value election in force under the SDA.
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