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ALLIANT TECHSYSTEMS INC. DEFINED CONTRIBUTION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

Employee Benefits Plan Agreement

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ALLIANT TECHSYSTEMS INC

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Title: ALLIANT TECHSYSTEMS INC. DEFINED CONTRIBUTION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
Date: 11/3/2006
Industry: Aerospace and Defense    

ALLIANT TECHSYSTEMS INC.  DEFINED CONTRIBUTION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN, Parties: alliant techsystems inc
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Exhibit 10.3

 

ALLIANT TECHSYSTEMS INC.

Defined Contribution Supplemental Executive Retirement Plan

Master Plan Document

First Effective January 1, 2007

 



TABLE OF CONTENTS

 

 

 

ARTICLE 1

 

Definitions

 

 

 

ARTICLE 2

 

Eligibility

 

 

 

2.1

 

Eligibility

2.2

 

Termination of a Participant’s Eligibility

 

 

 

ARTICLE 3

 

Company Contribution Amounts;Vesting; Crediting; Taxes

 

 

 

3.1

 

Company Contribution Amount

3.2

 

Crediting of Amounts after Benefit Distribution

3.3

 

Vesting

3.4

 

Crediting and Debiting of Account Balances

3.5

 

FICA and Other Taxes

 

 

 

ARTICLE 4

 

Distribution of Benefits

 

 

 

4.1

 

Benefit Distribution Date

4.2

 

Actual Payment Date

4.3

 

Payment in Cash

 

 

 

ARTICLE 5

 

Beneficiary Designation

 

 

 

5.1

 

Beneficiary

5.2

 

Beneficiary Designation; Change; Spousal Consent

5.3

 

Receipt

5.4

 

No Beneficiary Designation

5.5

 

Doubt as to Beneficiary

5.6

 

Discharge of Obligations

 

 

 

ARTICLE 6

 

Leave of Absence

 

 

 

6.1

 

Paid Leave of Absence

6.1

 

Unpaid Leave of Absence

 

 

 

ARTICLE 7

 

Termination of Plan, Amendment or Modification

 

 

 

7.1

 

Termination of Plan

7.2

 

Amendment

7.3

 

Effect of Payment

 

 

 

ARTICLE 8

 

Administration

 

i

 



 

 

 

 

8.1

 

Committee Duties

8.2

 

Agents

8.3

 

Binding Effect of Decisions

8.4

 

Indemnity

8.5

 

Employer Information

 

 

 

ARTICLE 9

 

Other Benefits and Agreements

 

 

 

9.1

 

Coordination with Other Benefits

 

 

 

ARTICLE 10

 

Trust

 

 

 

10.1

 

Establishment of the Trust

10.2

 

Interrelationship of the Plan and the Trust

10.3

 

Distributions From the Trust

 

 

 

ARTICLE 11

 

Claims Procedures

 

 

 

11.1

 

Presentation of Claim

11.2

 

Notification of Decision

11.3

 

Review of a Denied Claim

11.4

 

Decision on Review

11.5

 

Legal Action

11.6

 

Determinations

 

 

 

ARTICLE 12

 

Miscellaneous

 

 

 

12.1

 

Status of Plan

12.2

 

Unsecured General Creditor

12.3

 

Employer’s Liability

12.4

 

Nonassignability

12.5

 

Not a Contract of Employment

12.6

 

Furnishing Information

12.7

 

Terms

12.8

 

Captions

12.9

 

Governing Law

12.10

 

Notice

12.11

 

Successors

12.12

 

Spouse’s Interest

12.13

 

Validity

12.14

 

Incompetent

12.15

 

Deduction Limitation on Benefit Payments

 

ii

 



 

12.16

 

Insurance

 

iii

 



ALLIANT TECHSYSTEMS INC.

DEFINED CONTRIBUTION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

First Effective January 1, 2007

Statement of Plan

ALLIANT TECHSYSTEMS INC., a Delaware corporation (hereinafter, the “Company”), hereby creates a nonqualified, unfunded, deferred compensation plan for the benefit of a select group of management and highly compensated employees whose non-elective contributions for a Plan Year under the 401(k) Plan are limited by section 401(a)(17) of the Code or as a result of the Participant’s deferrals under the Nonqualified Deferred Compensation Plan.

The purpose of this Plan is to provide specified benefits to a select group of management or highly compensated Employees who contribute materially to the continued growth, development and future business success of the Company and its subsidiaries.  This Plan is nonqualified and unfunded for tax purposes and for purposes of Title I of ERISA.

ARTICLE 1

Definitions

 

For the purposes of this Plan, unless otherwise clearly apparent from the context, the following phrases or terms shall have the following indicated meanings:

1.1                                  “Account Balance” shall mean, with respect to a Participant, an entry on the records of the Employer equal to the sum of the Participant’s Annual Accounts. The Account Balance shall be a bookkeeping entry only and shall be utilized solely as a device for the measurement and determination of the amounts to be paid to a Participant, or his or her designated Beneficiary, pursuant to this Plan.

1.2                                  “Administrator” shall mean the Company, the Committee, and any person or committee of persons responsible for performing administrative functions under this Plan.

1.3                                  “Annual Account” shall mean, with respect to a Participant, an entry on the records of the Employer equal to the following amount: (i) the sum of the Participant’s Company Contribution Amount for any one Plan Year, plus (ii) amounts credited or debited to such amounts pursuant to this Plan, less (iii) all distributions made to the Participant or his or her Beneficiary pursuant to this Plan that relate to the Annual Account for such Plan Year.  The Annual Account shall be a bookkeeping entry only and shall be utilized solely as a device for the measurement and determination of the amounts to be paid to a Participant, or his or her designated Beneficiary, pursuant to this Plan.

1.4                                  “Beneficiary” shall mean one or more persons, trusts, estates or other entities, designated in accordance with Article 5, that are entitled to receive benefits under this Plan upon the death of a Participant.

1.5                                  “Beneficiary Designation Form” shall mean the form established from time to time by the Senior Vice President of Human Resources that a Participant completes, signs and returns to the Company to designate one or more Beneficiaries.

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1.6                                  “Benefit Distribution Date” shall mean the date that triggers distribution of a Participant’s vested Account Balance.  A Participant’s Benefit Distribution Date shall be the earliest to occur of any one of the following:

(a)                                   If the Participant experiences a Termination of Employment, his or her Benefit Distribution Date shall be the later of (i) the first day of the seventh month following the month in which the Participant experiences a Termination of Employment or (ii) the January 31 of the calendar year following the calendar year in which the Participant experiences a Termination of Employment; or

(b)                                  As soon as administratively practicable after the Company is provided with proof that is satisfactory to the Senior Vice President of Human Resources of the Participant’s death, if the Participant dies prior to the complete distribution of his or her vested Account Balance.

1.7                                  “Board” shall mean the board of directors of the Company.

1.8                                  “Claimant” shall have the meaning set forth in Section 11.1.

1.9                                  “Code” shall mean the Internal Revenue Code of 1986, as amended from time to time.

1.10                            “Committee” shall mean the Personnel and Compensation Committee (also known as the “P&C”) of the Board of Directors of the Company or any successor committee of the Board.

1.11                            “Company” shall mean ALLIANT TECHSYSTEMS INC., a Delaware corporation, and any successor to all or substantially all of the Company’s assets or business.

1.12                            “Company Contribution Account” shall mean (i) the sum of the Participant’s Company Contribution Amounts, plus (ii) amounts credited or debited to the Participant’s Company Contribution Account in accordance with this Plan, less (iii) all distributions made to the Participant or his or her Beneficiary pursuant to this Plan that relate to the Participant’s Company Contribution Account.

1.13                            “Company Contribution Amount” shall mean, for any one Plan Year, the amount determined in accordance with Section 3.1.

1.14                            “Deduction Limitation” shall mean the limitation on a benefit that may otherwise be distributable pursuant to the provisions of this Plan, as set forth in Section 12.15.

1.15                            “Employee” shall mean a person who is an employee of any Employer.

1.16                            “Employer(s)” shall mean the Company and/or any of its subsidiaries (now in existence or hereafter formed or acquired) that have employees who participate in the Plan.

1.17                            “ERISA” shall mean the Employee Retirement Income Security Act of 1974, as amended from time to time.

1.18                            “401(k) NEC” shall mean any non-elective contribution made on behalf of eligible participants under the 401(k) Plan that is based on age and service points, as amended from time to time.

2

 



1.19                            “401(k) NEC Percentage” shall mean the percentage of Recognized Compensation used for purposes of determining an eligible participant’s 401(k) NEC (as may be amended under the 401(k) Plan from time to time) and which is currently one of the following:

Points

 

Percentage

Less than 40

 

2.5%

40 to 59

 

3.0%

60 or more

 

4.0%

 

1.20                            “401(k) Plan” shall mean the ALLIANT TECHSYSTEMS INC. 401(k) Plan, as amended from time to time.

1.21                            “Investment Election Form” shall mean the form, which may be in electronic format, established from time to time by the PRC that a Participant completes, signs and returns to the Company to make an election under the Plan.

1.22                            “Nonqualified Deferred Compensation Plan” shall mean the ALLIANT TECHSYSTEMS INC. Nonqualified Deferred Compensation Plan, as amended from time to time.

1.23                            “Participant” shall mean any Employee who is selected to participate in the Plan.

1.24                            “Plan” shall mean the ALLIANT TECHSYSTEMS INC. Defined Contribution Supplemental Executive Retirement Plan, which shall be evidenced by this instrument, as it may be amended from time to time.

1.25                            “Plan Year” shall mean a period beginning on January 1 of each calendar year and continuing through December 31 of such calendar year.

1.26                            “PRC” shall mean the ATK Pension and Retirement Committee.

1.27                            “Recognized Compensation” shall mean, for the period in which such amounts are paid, Recognized Compensation as defined under the 401(k) Plan (as amended from time to time); provided, however, that in determining a Participant’s Recognized Compensation for purposes of this Plan there shall be included:  (i) deferrals under the Nonqualified Deferred Compensation Plan to the extent that such compensation would have been recognized as Recognized Compensation under the 401(k) Plan in the Plan Year that it would have been paid had there been no deferral, and (ii) compensation that would have been recognized as Recognized Compensation under the 401(k) Plan for the Plan Year in which paid without regard to the dollar limitation in effect under section 401(a)(17) of the Code.

1.28                            “Section 16 Officer” shall mean an “officer” of the Company as defined in the rules promulgated under Section 16 of the Securities Exchange Act of 1934, as amended.

1.29                            “Senior Vice President of Human Resources” shall mean the most senior officer of the Company in charge of the human resources function at the time the action is taken with respect to the Plan.

1.30                            “Terminate the Plan” or “Termination of the Plan” shall mean a determination by the Committee that (i) all Participants shall no longer be eligible to participate in the Plan, (ii) all deferral elections for such Participants shall terminate, and (iii) such Participants shall no longer be eligible to receive Company contributions under this Plan.

3

 



1.31                            “Termination of Employment” shall mean the separation from service with all Employers, voluntarily or involuntarily, for any reason other than death or an authorized leave of absence.

1.32                            “Trust” shall mean one or more trusts established by the Company in accordance with Article 10.

1.33                            “Vesting Service” shall mean an Employee’s period of “Vesting Service” as determined under the 401(k) Plan.

ARTICLE 2

Eligibility

 

2.1                                  Eligibility .  An employee of the Employer shall be eligible to receive a credit in accordance with Section 3 for a Plan Year if:  (i) such employee is a participant in the 401(k) Plan and such employee’s 401(k) NEC for the Plan Year is reduced by section 401(a)(17) of the Code; or (ii) such employee is a participant in the 401(k) Plan and the Nonqualified Deferred Compensation Plan and such employee’s 401(k) NEC for the Plan Year is reduced due to the employee’s deferrals under the Nonqualified Deferred Compensation Plan.

2.2                                  Termination of a Participant’s Eligibility .  In the event that a Participant is no longer eligible to receive credits under this Plan, the Participant’s Account Balance shall continue to be governed by the terms of this Plan until such time as the Participant’s Account Balance is paid in accordance with the terms of this Plan.

ARTICLE 3

Company Contribution Amounts;

Vesting; Crediting; Taxes

 

3.1                                  Company Contribution Amount .  If a Participant is eligible for a 401(k) NEC for any Plan Year, a Participant’s Company Contribution Amount for that Plan Year shall be equal to:

(a)                                   a credit equal to the product of the Participant’s 401(k) NEC Percentage times the Participant’s Recognized Compensation for the Plan Year, if any, in excess of the annual compensation limit in effect for such Plan Year under section 401(a)(17) of the Code; and

(b)                                  a credit equal to the product of the Participant’s 401(k) NEC Percentage times the Recognized Compensation, if any, the Participant deferred under the Nonqualified Deferred Compensation Plan to the extent that such compensation would have been recognized as “Recognized Compensation” under the 401(k) Plan in the Plan Year that it would have been paid had there been no deferral under the Non-Qualified Deferred Compensation Plan.

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3.2                                  Crediting of Amounts after Benefit Distribution .  Notwithstanding any provision in this Plan to the contrary, if the complete distribution of a Participant’s vested Account Balance occurs prior to the date on which any portion of the Company Contribution Amount would otherwise be credited to the Participant’s Account Balance, such amounts shall not be credited to the Participant’s Account Balance, but shall be paid to the Participant in a single lump sum as soon as administratively practicable after the amount can be determined.

3.3                                  Vesting .  A Participant shall become vested in his or her Account Balance in accordance with the following schedule:

Vesting Service Completed

 

Vested Percentage

Less than 3

 

0%

3 or more

 

100%

 

Notwithstanding the foregoing, all benefits under this Plan shall be permanently forfeited upon the determination by the PRC (or by the Committee for Section 16 Officers) that the Participant, either before or after Termination of Employment:

(a)                                   engaged in a criminal or fraudulent conduct resulting in material harm to the Company or an affiliate of the Company; or

(b)                                  made an unauthorized disclosure to any competitor of any material confidential information, trade information or trade secrets of the Company or an affiliate of the Company; or

(c)                                   provided Company or an affiliate of Company with materially false reports concerning his or her business interests or employment; or

(d)                                  made materially false representations which are relied upon by Company or an affiliate of Company in furnishing information to an affiliate, partner, stockholders, accountants, auditor, a stock exchange, the Securities and Exchange Commission or any regulatory or governmental agency; or

(e)                                   maintained an undisclosed, unauthorized and material conflict of interest in the discharge of the duties owed by him or her to the Company or an affiliate of the Company; or

(f)                                     engaged in conduct causing a serious violation of state or federal law by Company or an affiliate of Company; or

(g)                                  engaged in theft of assets or funds of the Company or an affiliate of the Company; or

(h)                                  has been convicted of any crime which directly or indirectly arose out of his her employment relationship with the Company or an affiliate of the Company or materially

5

 



affected his or her ability to discharge the duties of his or her employment with the Company or an affiliate of the Company; or

(i)                                      engaged during his or her employment with an Employer or within two (2) years after termination of employment with an Employer in any employment with a competitor, or engaged in any activity in competition with the Company, without the consent of the Company.

3.4                                  Crediting and Debiting of Account Balances .  In accordance with, and subject to, the rules and procedures that are established from time to time by the PRC, amounts shall be credited or debited to a Participant’s Account Balance in accordance with the following rules:

(a)                                   Measurement Funds .  The Participant may elect one or more of the measurement funds selected by the PRC, in its sole discretion, which are based on certain mutual funds or other collective investment vehicles (the “Measurement Funds”), for the purpose of crediting or debiting additional amounts to his or her Account Balance.  As necessary, the PRC may, in its sole discretion, discontinue, substitute or add a Measurement Fund.  Each such action will take effect as of the first day of the first calendar quarter that begins at least 30 days after the day on which the PRC gives Participants advance written notice of such change.  Notwithstanding the above, no Measurement Fund shall be based primarily on common stock or other securities of the Company.

(b)                                  Election of Measurement Funds .  A Participant, in connection with his or her initial commencement of participation in the Plan, shall elect, on the Investment Election Form, one or more Measurement Fund(s) (as described in Section 3.4(a) above) to be used to determine the amounts to be credited or debited to his or her Account Balance.  If a Participant does not elect any of the Measurement Funds as described in the previous sentence, the Participant’s Account Balance shall automatically be allocated into the Measurement Fund as determined by the PRC from time to time, in its sole discretion.  The Participant may (but is not required to) elect, by submitting an Investment Election Form to the Company that is accepted by the Company, to add or delete one or more Measurement Fund(s) to be used to determine the amounts to be credited or debited to his or her Account Balance, or to change the portion of his or her Account Balance allocated to each previously or newly elected Measurement Fund.  If an election is made in accordance with the previous sentence, it shall apply as of the first business day that is administratively practicable, and shall continue thereafter for each subsequent day in which the Participant participates in the Plan, unless changed in accordance with the previous sentence.

(c)                                   Proportionate Allocation .  In making any election described in Section 3.4(b) above, the Participant shall specify on the Investment Election Form, in increments of 1%, the percentage of his or her Account Balance or Measurement Fund, as applicable, to be allocated/reallocated.

(d)                                  Crediting or Debiting Method .  The performance of each Measurement Fund (either positive or negative) will be determined on a daily basis based on the manner in which

6

 



such Participant’s Account Balance has been hypothetically allocated among the Measurement Funds by the Participant.

(e)                                   No Actual Investment .  Notwithstanding any other provision of this Plan that may be interpreted to the contrary, the Measurement Funds are to be used for measurement purposes only, and


 
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