Exhibit 10.1
AMENDMENT NUMBER ONE
TO THE
REGIONS FINANCIAL CORPORATION RETIREMENT
PLAN
Amended and Restated Effective
January 1, 2002 (the “Plan”)
As Adopted in December, 2008
Regions Financial Corporation
further amends the Plan as follows:
1. Effective April 16, 2009,
Article III is hereby amended by adding to the end thereof the
following new Section 3.05:
3.05 Temporary Benefit
Freeze . This
Section 3.05, adopted on February 25, 2009 and effective
April 16, 2009, implements a benefit freeze that is of
indefinite duration although intended to be temporary. The benefit
freeze described in this Section applies to all Participants in the
Plan, including (without limitation of the foregoing) Participants
covered under Section 12.19 and Appendix O, as well as
Participants covered by Sections 12.02 through 12.18.
(a) Benefit Freeze .
Effective April 16, 2009 and thereafter, the Accrued Benefit
of each Participant in the Plan shall be the Participant’s
Accrued Benefit on April 15, 2009. Except as otherwise
provided in this Section, no Participant’s Accrued Benefit
shall increase or decrease after April 16, 2009 due to changes
in the Participant’s Average Monthly Earnings, Credited
Service, covered compensation or any other factor. The benefit
freeze described herein shall not affect the increase in the amount
of a Participant’s benefit due to the Participant’s
increasing age (and the consequent effect on the applicable Early
Retirement Factor).
(b) Coordination With Other
Provisions . Except as specifically provided for in this
Section, the benefit freeze provided for in this Section shall
override any other provision of the Plan that existed on
April 16, 2009, including provisions that purport to apply
“notwithstanding any other provision of the Plan” or
using similar language.
(c) Provisions Not Overridden
.
(1) This Section shall not affect
the operation of Sections 1.03 and 4.08(c)(ii) or any other Plan
provisions relating to Actuarial Equivalence, Actuarial Value or
any similar terms that incorporate by
reference statutory or regulatory
provisions relating to the mortality table, inte
