Exhibit 10.29
EASTERN BANCORP, INC.
AMENDED AND RESTATED DEFERRED
COMPENSATION PLAN
Eastern Bankcorp, Inc. (herein
called the “Company”) establishes the following plan of
deferred compensation (the “Plan”):
1. Purpose : The purpose of
this Plan is to provide a foundation for continued growth of the
Company by strengthening its capacity to attract and retain
outstanding executives in key positions and to attract and retain
directors.
2. Participants :
(a) Employees of the Company
(i) who have been participants in the Plan prior to the
amendment and restatement of the Plan or (ii) who have the
title of vice president or higher and whose compensation is at
least $100,000 annually, are eligible to participate.
(b) Directors of the Company (herein
called Director participants) are also eligible to participate in
the Plan.
3. Participants’
Election :
(a) For each year except 1982, a
participant, by filing written notice with the Treasurer, may elect
not to have paid to him/her currently a part or all of the
compensation that would have otherwise been paid currently during
such year; provided, however, that the amount of compensation an
employee participant may elect not to receive currently during any
such year shall not exceed twenty (20%) of his/her
compensation. (A Director
participant may elect not to receive
currently one hundred percent (100%) of his/her compensation).
In the case of amounts so deferred that are to be designated by the
participant for the General Subaccount (as that term is defined in
Section 4 below), such notice must be given no later than
January 1 of such year; in the case of amounts so deferred
that are to be designated by the participant for the EBC Stock
Subaccount (as therein defined) such notice must be given no later
than July 1 of the preceding year. A participant who wishes to
designate amounts for both Subaccounts may either give a single
notice prior to such July 1 or two separate notices, one no
later than such July 1 and the other no later than such
January 1.
For the purpose of this Plan, in the
case of an employee, “compensation” shall mean the cash
wages payable to such employee during any calendar year (before
taking into account the amount of such wages which an employee
participant elects to defer under this Plan); and, in the case of a
Director participant, “compensation” shall mean the
director’s and committee fees payable to such Director
participant.
(b) A participant who becomes a
Director or an employee of the Company after January 1 in any
year may, by filing written notice with the Treasurer prior to the
issuance of any director’s fee, committee fee, or salary
check, elect not to have paid to him/her currently a part or all of
the compensation that would have otherwise been paid during the
remainder of such year. The amount of compensation which an
employee participant may elect not
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to receive currently during the
remainder of that year shall not exceed twenty percent
(20%) of his/her total compensation for the remainder of the
year. (A Director participant may elect not to receive one hundred
percent (100%) of his/her compensation for the remainder of
the year.) Any amounts so deferred must be designated solely for
the General Subaccount and not for the EBC Stock
Subaccount.
(c) Any election to defer
compensation under this section shall be irrevocable for the
applicable calendar year and may not be cancelled or modified after
the applicable deadline set forth herein for any reason.
(d) Once designated for the General
Subaccount, no amount of deferred compensation may be transferred
to the EBC Stock Subaccount, subject to Section 3(f). Any
amount of deferred compensation designated for the EBC Stock
Subaccount may be transferred to the General Subaccount as of the
last day of any calendar month commencing seven months after the
termination of the participant’s employment or directorship
for any reason.
(e) In the absence of written
notice, delivered prior to July 1 of any year (in the case of
a designation to the EBC Stock Subaccount) or prior to
January 1 of the next year (in the case of a designation to
the General Subaccount) containing a contrary instruction, any such
designation in effect immediately prior to such July 1 or
January 1 (as the case may be) shall remain in effect for the
next calendar year.
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(f) Any Director participant may,
prior to January 1, 1993, elect in writing to designate an
amount of cash equal to all or a portion of: (i) his/her
deferral account as of December 31, 1992 and/or
(ii) his/her deferred compensation for the final six months of
calendar 1993 to be designated to the EBC Stock Subaccount
commencing on July 1, 1993.
4. Deferred Account;
Subaccounts :
(a) The Company shall establish a
bookkeeping account for each participant (herein called the
“deferral account”) to record the amounts deferred
according to the provisions of Section 3. The Company shall
make a credit to each participant’s deferral account equal to
the percentage of his/her compensation designated in his/her
written notice. Such credit shall be made on the last day of the
calendar month during which payment to the participant of current
compensation would have been made if he/she had not elected
deferral hereunder, and shall be eligible for adjustment pursuant
to Section 4(b), in the case of amounts designated for the
General Subaccount, or pursuant to Section 4(c), in the case
of amounts designated for the EBC Stock Subaccount, commencing with
the first full calendar month commencing after such credit is
made.
(b) That portion of each deferral
account that has been designated by the participant for the General
Subaccount shall be adjusted on the last day of each month by an
amount obtained by applying one or more percentages (each
hereinafter referred to as an “Adjustment Percentage”)
to the balance recorded in the
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Subaccount as of the first day of
said month. The Adjustment Percentage shall be one or more of the
following alternative Adjustment Percentages as selected by the
participant in accordance with this Section 4(b):
(i) Cost of Savings Adjustment
Percentage : the monthly equivalent of Vermont Federal
Bank’s cost of savings at the end of the prior quarter;
and
(ii) Investment Fund Adjustment
Percentage(s) : the percentage rate of appreciation or
depreciation in the value, during such month, of shares of any one
or more (as designated by the participant) of the investment funds
listed on Exhibit A hereto (or any other investment funds which may
be added to or substituted by the Company from time to time in the
Company’s sole discretion) (“Investment Funds”)
assuming full reinvestment of dividends and distributions and
assuming no diminution due to the payment of federal or state
income taxes.
The amount of each monthly
adjustment shall be determined by applying the appropriate
Adjustment Percentage (if only one Adjustment Percentage is
selected) to the balance in the Subaccount. If more than one
Adjustment Percentage is selected, the participant shall designate
what percentage of his Subaccount balance shall be allocated for
adjustment by each Adjustment Percentage by giving written notice
not less than 15 days prior to the commencement of such month;
provided, that re-allocations among Adjustment Percentages shall
not be permitted on more than 12 occasions in any calendar year,
except that, notwithstanding
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the foregoing, re-allocations among Adjustment
Percentages may be made by the participant (or, in the absence of
such a redesignation by the participant, the Company) as of any
month-end in the event that any Investment Fund is no longer
available for investment to the Company or it is otherwise removed
as an eligible Investment Fund by the Company (provided, that in
such case the Company shall endeavor to cause amounts designated
for adjustment on the basis of the performance of one Investment
Fund to be redesignated for adjustment on the basis of the
performance of a successor Investment Fund which has reasonably
comparable investment objectives).
(c) EBC Stock Adjustment
Percentage : That portion of each deferral account that is
designated for the EBC Stock Subaccount shall be adjusted on the
last day of each month by multiplying the balance of the EBC Stock
Subaccount by the percentage rate of appreciation or depreciation
in the value, during such month, of shares of the ou
