Exhibit 10(a)
PACCAR Inc
Amended and Restated Supplemental
Retirement Plan
(Effective as of January 1,
2009)
SECTION 1. ESTABLISHMENT AND PURPOSE OF THE
SUPPLEMENTAL PLAN
PACCAR Inc, a Delaware corporation
(the “Company”), established the PACCAR Inc
Supplemental Retirement Plan (the “Supplemental Plan”)
effective as of January 1, 1975. The sole purpose of the
Supplemental Plan is to supplement the benefits of certain
employees under the PACCAR Inc Retirement Plan, as amended from
time to time (the “Retirement Plan”). The
Supplemental Plan has been amended from time to time, and was last
amended on December 7, 2006.
The Company hereby again amends and
restates the Supplemental Plan effective as of January 1,
2009. The Supplemental Plan, as amended and restated, is
intended to satisfy the requirements of, and shall be implemented
and administered in a manner consistent with, Section 409A of
the Internal Revenue Code of 1986, as amended (the
“Code”) and the Treasury regulations promulgated
thereunder. Benefits that commenced to be paid under the
Supplemental Plan before January 1, 2005 shall be governed by
the terms and conditions of the Supplemental Plan, as in effect on
December 31, 2004.
SECTION 2. PARTICIPATION
A Member who is an Employee (as both
terms are defined in the Retirement Plan) shall become a
“Participant” in the Supplemental Plan on the first day
of the calendar year immediately following the calendar year in
which the earliest of (a), (b) or (c) below,
occurs:
(a)
The date the Employee elects to
participate in the PACCAR Inc Deferred Incentive Compensation Plan,
Section 6 of the Administrative Guidelines of the PACCAR Inc
Long Term Incentive Plan or the PACCAR Inc Deferred Compensation
Plan, as they may be amended from time to time (collectively, the
“Nonqualified Plans”);
(b)
The date the Employee’s
monthly pension (determined in accordance with the Retirement Plan)
would, but for the limitation of Section 415 of the Code and
the maximum benefit limitations of the Retirement Plan, exceed the
amount of the monthly pension actually payable to such Employee
under the Retirement Plan after the application of such
limitation.
(c)
The date the Employee’s
monthly pension (determined in accordance with the Retirement Plan)
would, but for the limitation of Section 401(a)(17) of the
Code, exceed the amount of the monthly pension actually payable to
such Employee under the Retirement Plan after the application of
such limitation.
Notwithstanding the foregoing, Participants
shall be limited to, and may be more restrictive than, the group of
employees who are members of a select group of management or
highly-compensated employees (within the meaning of Sections 201,
301, and 401 of the Employee Retirement Income Security Act of
1974, as amended (“ERISA”).
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SECTION 3. SUPPLEMENTAL
BENEFITS
A Participant’s Supplemental
Benefit shall be the amount (if any) by which the Total Pension
Benefit exceeds the Participant’s Retirement Plan
Benefit. The Total Pension Benefit and the Retirement Plan
Benefit shall be calculated as of the “Supplemental Benefit
Commencement Date.”
(a)
For purposes of calculating a
Participant’s Supplemental Benefit, “Total Pension
Benefit” shall equal the monthly pension which would be
payable to such Participant under Article 5 of the Retirement
Plan (i) if the maximum benefit limitations of
Section 415 of the Code and of the Retirement Plan did not
apply, (ii) if the includable compensation limitations of
Section 401(a)(17) of the Code did not apply, and
(iii) if the definition of “Salary” in the
Retirement Plan included any amount of base salary that is deferred
or any amount of incentive compensation that is deferred under the
Company’s Nonqualified Plans. For purposes of this
paragraph, amounts deferred under the Company’s Nonqualified
Plans shall be deemed to be included in “Salary” for
the calendar year in which such amounts are earned.
(b)
For purposes of calculating the
Supplemental Benefit, as discussed above, “Retirement Plan
Benefit” shall equal the Participant’s monthly pension
payable under the Retirement Plan.
SECTION 4. SUPPLEMENTAL BENEFIT
PAYMENTS
(a)
Supplemental Benefit Commencement
Date . A
Participant’s “Supplemental Benefit Commencement
Date” shall be the first day of the first month immediately
following the later of:
(1)
The date of the Participant’s
Termination of Employment; or
(2)
The date the Participant attains age
55.
For purposes of the Supplemental Plan,
“Termination of Employment” shall mean a
“separation from service” as defined in
Section 409A of the Code and the Treasury regulations
promulgated thereunder. Notwithstanding the foregoing, the
“Supplemental Benefit Commencement Date” for a
Participant whose Termination of Employment occurred before
January 1, 2009 and who did not commence his or her
Supplemental Benefit prior to January 1, 2009, shall be
determined in accordance with the provisions of the January 1,
2005 amended and restated Supplemental Plan.
(b)
Supplemental Payment
Form . The
Supplemental Benefit shall be payable either in a single cash lump
sum or in an annuity (paid monthly).
(1)
Each Participant shall elect the
form in which the Supplemental Benefit (if any) shall be paid
within 30 days after first becoming a Participant. If a
Participant fails to specify the form in which the Supplemental
Benefit (if any) shall be paid, then such Participant’s
Supplemental Benefit shall be paid as an annuity; provided,
however, that
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the Participant shall have the right
to specify the type of actuarially equivalent annuity from those
available under the Retirement Plan at any time up to the
Supplemental Benefit Commencement Date. In the event a
Participant fails to specify the type of annuity prior to the
Supplemental Benefit Commencement Date, the Supplemental Benefit
shall be paid as a single life annuity, if the Participant is not
married on such Date, and as a 50% joint and survivor annuity, if
Participant is married on such Date.
(2)
A Participant may change the form in
which the Supplemental Benefit (if any) shall be paid; provided,
however that if such change is made more than 30 days after the
Employee first became a Participant, then the change will not be
effective for 12 months and the Supplemental Benefit Commencement
Date shall be delayed at least five (5) years from when
payment otherwise would have been made or commenced. In this
regard, if a Participant first elects the form in which the
Supplemental Benefit shall be paid more than 30 days after such
Employee first became a Participant, then such initial election
shall be deemed a change to a prior election and shall be subject
to the same conditions. Notwithstanding the foregoing, a
change in the form of annuity shall not be deemed a change in the
form in which such Supplemental Benefit shall be paid, provided
that the annuities are actuarially equivalent under
Section 409A of the Code (and the Treasury regulations
promulgated thereunder), and that the change in the form of annuity
is made prior to the Supplemental Benefit Commencement
Date.
(3)
The amount of a Participant’s
Supplemental Benefit (if any) shall be adjusted to reflect the form
in which such Supplemental Benefit is paid. If paid as an
annuity, such adjustment shall be made in accordance with
Section 6.1 of the Retirement Plan by applying the actuarial
factors and assumptions used for annuity conversions as described
in the definition of “Actuarial Equivalent” in the
Retirement Plan. If paid in a single cash lump sum, such
adjustment shall be made by applying the actuarial factors and
assumptions used for lump sum distributions as described in the
definition of “Actuarial Equivalent” in the Retirement
Plan.
(c)
Specified Employee
. Notwithstanding anything to
the contrary, if a Participant’s Supplemental Benefit becomes
payable on account of the Participant’s Termination of
Employment (other than on account of the Participant’s death)
and such Participant is a Specified Employee, then such
Participant’s Supplemental Benefit shall be paid on the later
of (1) the first day of the first month immediately following
the date that is six (6) months after the Participant’s
Termination
