Exhibit 10.2
CHASE
CORPORATION
EMPLOYEES’
SUPPLEMENTAL SAVINGS PLAN
Effective
January 1, 2008
ARTICLE I
NAME, PURPOSE AND EFFECTIVE DATE
1.01
Background
.
Chase Corporation
established the Chase Corporation Employees’ Supplemental
Pension and Savings Plan (the “Prior Plan”) effective
as of January 1, 1994, which was amended effective
January 1, 2005, solely for the purpose of providing
supplemental pension and savings plan benefits which are not
provided under the Pension Plan for Employees of Chase Corporation
and the Chase Corporation Deferred Salary Savings Plan. In
order to provide greater flexibility and in light of the enactment
of Section 409A of the Internal Revenue Code of 1986, as
amended as part of the American Jobs Creation Act of 2004, and the
issuance of various guidance thereunder, the Board of Directors of
Chase Corporation hereby amends and restates the Prior Plan to
create two plans, the Chase Corporation Employees’
Supplemental Pension Plan and the Chase Corporation
Employees’ Supplemental Savings Plan. Effective as of
January 1, 2008, the portion of the Prior Plan that consists
of the Supplemental Pension Plan Benefit shall be transferred to
and governed by the terms f the Chase Corporation Employees’
Supplemental Pension Plan and the portion of the Prior Plan that
consists of the Supplemental Savings Plan Benefit shall be
transferred to and governed by this plan, which shall be known as
the Chase Corporation Employees’ Supplemental Savings
Plan.
1.02
Effective
Date .
This Supplemental
Savings Plan shall be effective as of January 1,
2008.
1.03
Plan Unfunded and
Limited to Select Group of Management or Highly Compensated
Employees .
The Supplemental
Savings Plan is unfunded and is maintained primarily for the
purpose of providing deferred compensation to 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, and shall be interpreted and
administered accordingly.
ARTICLE II
DEFINITIONS
When used herein,
the following terms defined hereinafter shall have the following
meanings unless a different meaning is clearly required by the
context of the Plan:
2.01
“Account”
means the bookkeeping accounts established pursuant to
Article VI and maintained by the Employer in the names of the
respective Participants, to which all amounts deferred, Employer
contributions and earnings allocated under the Plan shall be
credited, and from which all amounts distributed pursuant to the
Plan shall be debited.
2.02
“Board” means
the Board of Directors of the Employer.
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2.03
“Change in
Control” means a “change in ownership” of the
Employer, a “change in effective control” of the
Employer or a “change in the ownership of a substantial
portion of the assets” of the Employer, within the meaning of
Section 409A of the Code.
2.04
“Code” means
the Internal Revenue Code of 1986, as amended from time to
time. Reference to a specific provision of the Code shall
include such provision, any valid regulation or ruling promulgated
thereunder, and any provision of future law that amends,
supplements, or supersedes such provision.
2.05
“Compensation”
means the annual compensation paid to a Participant by the Employer
for the calendar year (after any requisite tax withholding and
payroll deductions), including base pay, other regular earnings,
performance-based cash bonuses or incentive bonus payments, any
amounts deferred under a salary reduction agreement pursuant to the
Savings Plan or under a “cafeteria plan” (within the
meaning of Section 125 of the Code) maintained by the Employer
, but exclusive of severance pay or salary continuation payments,
expense reimbursements, special executive bonus payments paid by
the Employer, awards, any moving expenses paid by the Employer, car
allowance, taxable fringe benefits, group-term life insurance in
excess of $50,000, exercised stock options and short and long-term
disability paid by a third party.
2.06
“Employer”
means Chase Corporation and any subsidiary and/or affiliated
corporation which has adopted this Plan.
2.07
“Participant”
means an employee of the Employer who has been designated a
Participant in this Plan in the manner set forth in
Article III.
2.08
“Plan
Administrator” means Chase Corporation, or its duly
authorized representative.
2.09
“Plan” or
“Supplemental Savings Plan” means Chase Corporation
Employees’ Supplemental Savings Plan.
2.10
“Savings Plan”
means the Chase Corporation Deferred Salary Savings Plan, as
amended thereafter from time to time.
ARTICLE III
ELIGIBILITY
An employee shall
be eligible to participate in the Plan if he has satisfied the
eligibility requirements for participation under the Savings Plan
and the Board, acting upon the recommendation of the Compensation
and Management Development Committee, authorizes his participation
in the Plan. In order to make contributions or have
contributions made on his behalf under Article IV, an Employee
who becomes a Participant must make an election to defer
compensation in the manner provided under
Article IV.
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ARTICLE IV
ELECTIONS TO DEFER/PARTICIPANT ACCOUNTS
4.01
Election to Defer
Compensation .
A Participant
shall have the right to defer all or any portion of his
Compensation that he would otherwise be entitled to receive for a
calendar year by filing a deferral election at the time and in the
manner described in this Article IV. Such deferral
election shall be made on the form provided by the Plan
Administrator for this purpose. Except as provided in
Section 4.02, no such election shall be effective with respect
to Compensation unless it is filed with the Plan Administrator on
or before December 31 of the calendar year preceding the
calendar year to which such election applies.
4.02
Newly Eligible
Employees .
Notwithstanding
Section 4.01, a new Participant may elect to defer all or any
portion of his Compensation that he would otherwise be entitled to
receive based on the services performed in the calendar year in
which the new Participant became eligible to participate in the
Plan, beginning with the payroll period next following the filing
of a deferral election form with the Plan Administrator and before
the close of such calendar year. The new Participant must
file the deferral election with the Plan Administrator within 30
days of the date such new Participant first becomes eligible to
participate in the Plan. Any deferral elections by such new
Participants for succeeding calendar years shall be made in
accordance with Section 4.01.
ARTICLE V
EMPLOYER
CONTRIBUTIONS
5.01
Employer Matching
Contribution .
Each year, the
Employer shall contribute to the Plan on behalf of each Participant
a matching contribution equal to 50% of the first six percent (6%)
of the Participant’s Compensation (excluding bonuses)
deferred under the Plan. The Employer shall not make a
matching contribution on any bonus compensation for any
Participant.
5.02
Additional Employer
Contributions .
In addition to the
matching contribution described in Section 5.01, for any Plan
Year, the Employer may elect to allocate an additional
discretionary contribution to the account of any Participant or
group of Participants, as selected by the Board, in any amount and
manner determined by the Board.
ARTICLE VI
ACCOUNTS
6.01
Participant
Account .
Compensation
deferred by a Participant under the Plan shall be credited to the
Participant’s Account as soon as practicable after the
amounts would have otherwise been paid to the Participant.
Employer contributions shall also be credited to the
Participant’s Account.
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6.02
Investment of
Accounts .
The Company shall
periodically credit gains, losses and earnings to a
Participant’s Account, until the full balance has been
distributed. Amounts shall be credited to a
Participant’s Account under this Article VI based on the
results that would have been achieved had amounts credited to the
Account been invested as soon as practicable after crediting into
the investment options designated by the Plan Administrator (which
investment option
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