Exhibit 10.9

 

 

 

 

 

 

 

 

 

 

RESTATED

DIRECTOR SUPPLEMENTAL RETIREMENT

INCOME and DEFERRED COMPENSATION AGREEMENT

FOR THOMAS LANKEY

 

MAGYAR BANK

New Brunswick, New Jersey

 

January 1, 2006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Institution Consulting Corporation

700 Colonial Road, Suite 102

Memphis, Tennessee 38117

WATS: 1-800-873-0089

FAX: (901) 684-7414

(901) 684-7400

 

 

 

RESTATED

DIRECTOR SUPPLEMENTAL RETIREMENT

INCOME and DEFERRED COMPENSATION AGREEMENT

FOR THOMAS LANKEY

 

This Restated Director Supplemental Retirement Income and Deferred Compensation Agreement for Thomas Lankey (the "Agreement"), effective as of the 1st day of January, 2006, amends and restates the Director Supplemental Retirement Income and Deferred Compensation Agreement for Thomas Lankey dated February 1, 2004, and formalizes the understanding by and between MAGYAR BANK (the "Bank"), a state chartered savings bank having its principal place of business in New Brunswick, New Jersey, and THOMAS LANKEY (hereinafter referred to as "Director"). All prior non-qualified Director deferred compensation agreements, including any and all Joinder Agreements, with respect to the Director and MAGYAR BANK, are hereby superseded and replaced by this Agreement

W I T N E S S E T H :

WHEREAS , the Director serves the Bank as a member of the board; and

WHEREAS , the Bank recognizes the valuable services heretofore performed by the Director and wishes to encourage his continued service; and

WHEREAS , the Director wishes to be assured that the Director will be entitled to a certain amount of additional compensation for some definite period of time from and after retirement from active service with the Bank or other termination of service and wishes to provide his beneficiary with benefits from and after death; and

WHEREAS , the Bank and the Director wish to provide the terms and conditions upon which the Bank shall pay such additional compensation to the Director after retirement or other termination of service and/or death benefits to his beneficiary after death; and

WHEREAS , the Bank has adopted this Director Supplemental Retirement Income and Deferred Compensation Agreement which controls all issues relating to benefits as described herein; and

 

 

 

WHEREAS , Section 409A of the Internal Revenue Code of 1986 ("Code"), as amended, requires that certain deferred compensation arrangements comply with its terms or subject the recipient of the compensation to potential taxes and penalties; and

 

WHEREAS , the Bank desires to amend and restate the Agreement to comply with Code Section 409A and any Treasury Regulations promulgated thereunder; and

 

WHEREAS , the Board of Directors of the Bank has conditionally approved the amendment and restatement of the Agreement, subject to the approval of the New Jersey Department of Banking and Insurance.

NOW, THEREFORE, in consideration of the premises and of the mutual promises herein contained, the Bank and the Director agree as follows:

SECTION I

DEFINITIONS

When used herein, the following words and phrases shall have the meanings below unless the context clearly indicates otherwise:

 

1.1

"Accrued Benefit Account" shall be represented by the bookkeeping entries required to record the Director = s (i) Phantom Contributions plus (ii) accrued interest, equal to the Interest Factor, earned to-date on such amounts. However, neither the existence of such bookkeeping entries nor the Accrued Benefit Account itself shall be deemed to create either a trust of any kind, or a fiduciary relationship between the Bank and the Director or any Beneficiary.

 

1.2	"Act" means the Employee Retirement Income Security Act of 1974, as amended from time to time.

 

1.3	A Administrator @ means the Bank.

 

1.4	"Bank" means MAGYAR BANK and any successor thereto.

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1.5

"Beneficiary" means the person or persons (and their heirs) designated as Beneficiary in Exhibit B of this Agreement to whom the deceased Director = s benefits are payable. If no Beneficiary is so designated, then the Director = s Spouse, if living, will be deemed the Beneficiary. If the Director = s Spouse is not living, then the Children of the Director will be deemed the Beneficiaries and will take on a per stirpes basis. If there are no Children, then the Estate of the Director will be deemed the Beneficiary.

 

1.6	"Benefit Age" means the later of: (i) the Director's sixty-fifth (65th) birthday or (ii) the actual date the Director = s full-time service with the Bank terminates.

 

1.7

"Benefit Eligibility Date" means the date on which the Director is entitled to receive any benefit(s) pursuant to Section(s) III or V of this Agreement. It shall be the first day of the month following both the attainment of the Directors’ Benefit Age and his actual retirement from the Board of Directors.

 

1.8	"Board of Directors" means the board of directors of the Bank.

 

1.9

"Cause" means termination of the Director = s service on the Board of Directors due to: (i) actions or inactions which constitute a breach of the bylaws of the Bank or (ii) the Director = s personal dishonesty, willful misconduct, willful malfeasance, breach of fiduciary duty involving personal profit, intentional failure to perform stated duties, willful violation of any law, rule, regulation (other than traffic violations or similar offenses), or final cease-and-desist order, material breach of any provision of this Plan, or gross negligence in matters of material importance to the Bank.

 

 

1.10

"Change in Control" shall mean a change in the ownership of the Bank or Company under paragraph (a) below, a change in effective control of the Bank or Company under paragraph (b) below, or a change in the ownership of a substantial portion of the assets of the Bank or Company under paragraph (c) below. For all purposes hereunder, the definition of Change in Control shall be construed to be consistent with the requirements of Proposed Treasury Regulation Section 1.409A-3(g), except to the extent that such proposed regulations are superseded by subsequent guidance.

 

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For this subsection "persons acting as a group" is defined as follows; Persons will be considered to be acting as a group if they are owners of a corporation that enters into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with the corporation. Persons will not be considered to be acting as a group solely because they purchase or own stock of the same corporation at the same time, or as a result of the same public offering. If a person, including an entity, owns stock in both corporations that enter into a merger, consolidation, purchase or acquisition of stock, or similar transaction, such shareholder is considered to be acting as a group with other shareholders in a corporation only with respect to the ownership in that corporation prior to the transaction giving rise to the change and not with respect to the ownership interest in the other corporation.

 

 

(a)

Change in Ownership of the Bank or Company

 

Change in the ownership occurs on the date that any one person, or more than one person acting as a group (as defined above), acquires ownership of stock of the Bank or Company that, together with stock held by such person or group, constitutes more than 50 percent of the total fair market value or total voting power of the stock of such corporation. However, if any one person or more than one person acting as a group, is considered to own more than 50 percent of the total fair market value or total voting power of the stock of a corporation, the acquisition of additional stock by the same person or persons is not considered to cause a change in the ownership of the corporation or to cause a change in the effective control of the corporation.

 

 

(b)

Change in the Effective Control of the Bank or Company

 

A change in the effective control of the Bank or Company occurs on the date that either -

 

(1) Any one person, or more than one person acting as a group (as defined above), acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) ownership of stock of the Company possessing 20 percent or more of the total voting power of the stock of the Company (except that if an individual Director’s agreement becomes subject to Code Section 409A, then the required percentage of acquired ownership of stock under this Subsection 1.10 (b)(1) shall be 35 percent or more); or

 

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(2) a majority of members of the Company’s board of directors is replaced during any 12-month period by directors whose appointment or election is not endorsed by a majority of the members of the Company’s board of directors prior to the date of the appointment or election.

 

 

(c)

Change in the Ownership of a Substantial Portion of the Bank’s or Company’s Assets.

 

Change in the ownership of a substantial portion of the Bank or Company’s assets occurs on the date that any one person, or more than one person acting as a group (as defined above), acquires (or has acquired during the 12-month period ending on the date of the most recent acquisition by such person or persons) assets from the corporation that have a total gross fair market value equal to or more than 40 percent of the total gross fair market value of all of the assets of the Bank or Company immediately prior to such acquisition or acquisitions. For this purpose, gross fair market value means the value of the assets of the Bank or Company, or the value of the assets being disposed of, determined without regard to any liabilities associated with such assets.

 

 

1.11	"Children" means all natural or adopted children of the Director and issue of any predeceased child or children.

 

1.12	"Code" means the Internal Revenue Code of 1986, as amended from time to time.

 

1.13	"Company" shall mean Magyar Bancorp, Inc.

 

1.14

"Contribution(s)" means those annual total contributions comprised of both the Elective Contributions and the Emeritus Contributions which the Bank is required to make to the Retirement Income Trust Fund on behalf of the Director in accordance with Subsection 2.1(a) and in the amounts set forth in Exhibit A of the Agreement. Such Contributions, for the first Plan Year, shall include any and all amounts accrued by the Bank to pay the benefits promised to the Director under any prior non-qualified deferred compensation agreements including any Joinder Agreements previously executed by the Bank and the Director.

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1.15	(a) "Disability Benefit" means the benefit payable to the Director following a determination, in accordance with Subsection 6.1(a), that he is no longer able, properly and satisfactorily, to perform his duties at the Bank.

(b) "Disability Benefit-Supplemental" (if applicable) means the benefit payable to the Director = s Beneficiary upon the Director = s death in accordance with Subsection 6.1(b).

 

1.16	"Effective Date" of this Agreement shall be January 1, 2006. The original effective date of this Agreement was February 1, 2004. The Agreement is hereby amended and restated effective January 1, 2006 in order to conform to Code Section 409A.

 

1.17

"Elective Contribution" shall refer to the Director’s voluntary monthly pre-tax deferral of board fees, committee fees and/or retainer plus interest compounded annually at a rate equal to the Interest Factor. The Director may elect to change his voluntary deferral amount by submitting to the Bank a Notice of Adjustment of Elective Contribution thirty (30) days prior to the end of any Plan Year.

 

1.18

"Emeritus Contribution" shall refer to the amounts necessary to support an annual amount payable to the Director at Benefit Age based upon a percentage, as stated in Appendix A, of the Director’s total board fees, committee fees and/or retainer in the twelve months prior to the Director’s Benefit Eligibility Date. The percentage shall be determined by the following formula: ten percent (10%) plus two and one-half percent (2 ½%) for each year of service as a Director, with a minimum of fifty percent (50%), provided the Director has served for at least five (5) years, and a maximum of sixty percent (60%). Notwithstanding the foregoing, any Director who serves as Board Chairman for a five-year term (other than the current Chairman) shall be entitled to receive seventy-five percent (75%).

 

1.19	"Estate" means the estate of the Director.

 

1.20	"Interest Factor" means monthly compounding, discounting or annuitizing, as applicable, at a rate set forth in Exhibit A.

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1.21

"Payout Period" means the time frame during which certain benefits payable hereunder shall be distributed. Payments shall be made in monthly installments commencing on the first day of the month following the occurrence of the event which triggers distribution and continuing for a period of one hundred eighty (180) months. Should the Director make a Timely Election to receive a lump sum benefit payment, the Director = s Payout Period shall be deemed to be one (1) month.

 

1.22

"Phantom Contributions" means those annual Contributions which the Bank is no longer required to make on behalf of the Director to the Retirement Income Trust Fund. Rather, once the Director has exercised the withdrawal rights provided for in Subsection 2.2, the Bank shall be required to record the annual amounts set forth in Exhibit A of the Agreement in the Director = s Accrued Benefit Account, pursuant to Subsection 2.1.

 

1.23	"Plan Year" shall mean the twelve (12) month period commencing January 1 and ending December 31.

 

1.24

"Retirement Income Trust Fund" means the trust fund account established by the Director and into which annual Contributions will be made by the Bank on behalf of the Director pursuant to Subsection 2.1. The contractual rights of the Bank and the Director with respect to the Retirement Income Trust Fund shall be outlined in a separate writing to be known as the Thomas Lankey Grantor Trust agreement.

 

1.25

A Spouse @ means the individual to whom the Director is legally married at the time of the Director = s death, provided, however, that the term A Spouse @ shall not refer to an individual to whom the Director is legally married at the time of death if the Director and such individual have entered into a formal separation agreement or initiated divorce proceedings.

 

1.26

"Supplemental Retirement Income Benefit" means an annual amount ( before taking into account federal and state income taxes), payable in monthly installments throughout the Payout Period. Such benefit is projected pursuant to the Agreement for the purpose of determining the Contributions to be made to the Retirement Income Trust Fund (or Phantom Contributions to be recorded in the Accrued Benefit Account). The annual Contributions and Phantom

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Contributions have been actuarially determined, using the assumptions set forth in Exhibit A, in order to fund for the projected Supplemental Retirement Income Benefit. The Supplemental Retirement Income Benefit for which Contributions (or Phantom Contributions) are being made (or recorded) is set forth in Exhibit A.

 

1.27

"Timely Election" means the Director has made an election to change the form of his benefit payment(s) from the Retirement Income Trust Fund by filing with the Administrator a Notice of Election to Change Form of Payment (Exhibit C of this Agreement). In the case of benefits payable from the Retirement Income Trust Fund, such election may be made at any time. In the case of benefits payable from the Accrued Benefit Account, such election generally shall have been made prior to December 31, 2006 (i.e. the last day of the "Transition Period" for bringing plans into compliance with Code Section 409A). Unless the Transition Period is extended by the Internal Revenue Service, if the Director makes an election subsequent to December 31, 2006 with respect to distributions from the Accrued Benefit Account, then (i) such election may not take effect until at least twelve (12) months after the date on which the election is made, (ii) in the case of an election related to a payment other than due to disability or death, the first payment with respect to which such election is made must be deferred for a period of not less than five (5) years from the date such payment would otherwise have been made, and (iii) any election related to a distribution at a specified time or pursuant to a fixed schedule may not be made less than twelve (12) months prior to the date of the first scheduled payment.

SECTION II

BENEFIT FUNDING

 

2.1

(a) Retirement Income Trust Fund and Accrued Benefit Account . The Director shall establish the Thomas Lankey Grantor Trust into which the Bank shall be required to make annual Contributions on the Director = s behalf, pursuant to Exhibit A and this Section II of the Agreement. A trustee shall be selected by the Director. The trustee shall maintain an account, separate and distinct from the Director = s personal contributions, which account shall constitute the Retirement Income Trust Fund. The trustee shall be charged with the responsibility of investing all contributed funds. Distributions from the Retirement Income Trust Fund of the Thomas Lankey Grantor Trust may be made by the trustee to the Director, for purposes of payment of any

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income or employment taxes due and owing on Contributions by the Bank to the Retirement Income Trust Fund, if any, and on any taxable earnings associated with such Contributions which the Director shall be required to pay from year to year, under applicable law, prior to actual receipt of any benefit payments from the Retirement Income Trust Fund. If the Director exercises his withdrawal rights pursuant to Subsection 2.2, the Bank = s obligation to make Contributions to the Retirement Income Trust Fund shall cease and the Bank = s obligation to record Phantom Contributions in the Accrued Benefit Account shall immediately commence pursuant to Exhibit A and this Section II of the Agreement. To the extent this Agreement is inconsistent with the Thomas Lankey Grantor Trust Agreement, the Thomas Lankey Grantor Trust Agreement shall supersede this Agreement.

The annual Contributions (or Phantom Contributions) required to be made by the Bank to the Retirement Income Trust Fund (or recorded by the Bank in the Accrued Benefit Account) have been actuarially determined and are set forth in Exhibit A which is attached hereto and incorporated herein by reference. Contributions shall be made by the Bank to the Retirement Income Trust Fund (i) within seventy-five (75) days of establishment of such trust, and (ii) within the first thirty (30) days of the beginning of each subsequent Plan Year, unless this Section expressly provides otherwise. Phantom Contributions, if any, shall be recorded in the Accrued Benefit Account within the first thirty (30) days of the beginning of each applicable Plan Year, unless this Section expressly provides otherwise. Phantom Contributions shall accrue interest at a rate equal to the Interest Factor, during the Payout Period, until the balance of the Accrued Benefit Account has been fully distributed. Interest on any Phantom Contribution shall not commence until such Payout Period commences.

The Administrator shall review the schedule of annual Contributions (or Phantom Contributions) provided for in Exhibit A (i) within thirty (30) days prior to the close of each Plan Year and (ii) if the Director is employed by the Bank until attaining Benefit Age, on or immediately before attainment of such Benefit Age. Such review shall consist of an evaluation of the accuracy of all assumptions used to establish the schedule of Contributions (or Phantom Contributions). Provided that (i) the Director has not exercised his withdrawal rights pursuant to Subsection 2.2 and (ii) the investments contained in the Retirement Income Trust Fund have been deemed reasonable by the Bank, the Administrator shall prospectively amend or supplement the schedule

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of Contributions provided for in Exhibit A should the Administrator determine during any such review that an increase in or supplement to the schedule of Contributions is necessary in order to adequately fund the Retirement Income Trust Fund so as to provide an annual benefit (or to provide the lump sum equivalent of such benefit, as applicable) equal to the Supplemental Retirement Income Benefit, on an after-tax basis, commencing at Benefit Age and payable for the duration of the Payout Period.

(b) Withdrawal Rights Not Exercised.  

(1) Contributions Made Annually

If the Director does not exercise any withdrawal rights pursuant to Subsection 2.2, the annual Contributions to the Retirement Income Trust Fund shall continue each year, unless this Subsection 2.1(b) specifically states otherwise, until the earlier of (i) the last Plan Year that Contributions are required pursuant to Exhibit A, or (ii) the Plan Year of the Director's termination of service.

(2) Termination Following a Change in Control

If the Director does not exercise his withdrawal rights pursuant to Subsection 2.2 and a Change in Control occurs at the Bank, followed within thirty-six (36) months by either (i) the Director's involuntary termination of service, or (ii) Director's voluntary termination of service after: (A) a material change in the Director's function, duties, or responsibilities, which change would cause the Director's position to become one of lesser responsibility, importance, or scope from the position the Director held at the time of the Change in Control, (B) a relocation of the Director's principal place of service by more than thirty (30) miles from its location prior to the Change in Control, or (C) a material reduction in the benefits and perquisites to the Director from those being provided at the time of the Change in Control, the Emeritus Contributions as set forth on Schedule A shall continue to be required of the Bank. The Bank shall be required to make an immediate lump sum Contribution to the Director's Retirement Income Trust Fund in an amount equal to: (i) the full Emeritus Contribution required for the Plan Year in which such termination occurs, if not yet made, plus (ii) the present value (computed using a discount rate equal to the Interest Factor) of all remaining Emeritus Contributions to the Retirement Income Trust Fund, and (iii) the present value (computed using the a discount rate equal to the Interest Factor) of the interest only component of the Elective Contribution; provided, however, that, if necessary, an

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additional amount shall be contributed to the Retirement Income Trust Fund which is sufficient to provide the Director with after-tax benefits (assuming a constant tax rate equal to the rate in effect as of the date of Director = s termination) beginning at Benefit Age following such termination, equal in amount to that benefit which would have been payable to the Director if no secular trust had been implemented and the benefit obligation had been accrued under APB Opinion No. 12, as amended by FAS 106.

(3) Termination For Cause

If the Director does not exercise his withdrawal rights pursuant to Subsection 2.2, and is terminated for Cause pursuant to Subsection 5.2, no further Contribution(s) to the Retirement Income Trust Fund shall be required of the Bank, and if not yet made, no Contribution shall be required for the Plan Year in which such termination for Cause occurs.

(4) Voluntary or Involuntary Termination of Service .

If the Director does not exercise his withdrawal rights pursuant to Subsection 2.2, and the Director's service with the Bank is voluntarily or involuntarily terminated for any reason, including a termination due to disability of the Director but excluding termination for Cause, or termination following a Change in Control within thirty-six (36) months of such Change in Control, no further Contribution(s), as defined in Subsection 1.14, to the Retirement Income Trust Fund shall be required of the Bank, and if not yet made, no Contribution shall be required for the Plan Year in which such termination occurs. Notwithstanding the above, the Bank will be required to make annual payments to Director’s Retirement Income Trust Fund determined as follows:

 

1.

Determine what the accrued liability would have been as of the Director’s date of termination, had no secular trust been implemented.

 

2.

Determine the benefit payable, beginning at the Benefit Age, for 180 months which that accrued liability would support had interest been added to that liability on an annual basis using the Accrued Benefit Interest Factor set forth in Exhibit A.

 

3.

The Bank shall make payments to the Director’s Retirement Income Trust Fund on an annual basis in amounts equal to the accrued interest expense which would have been recorded absent the secular trust arrangement.

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(5) Death During Service .

If the Director does not exercise any withdrawal rights pursuant to Subsection 2.2, and dies while employed by the Bank, and if, following the Director = s death, the assets of the Retirement Income Trust Fund are insufficient to provide the Supplemental Retirement Income Benefit to which the Director is entitled, the Bank shall be required to make a Contribution to the Retirement Income Trust Fund equal to the sum of the remaining Contributions set forth on Exhibit A, after taking into consideration any payments under any life insurance policies that may have been obtained on the Director = s life by the Retirement Income Trust Fund. Such final contribution shall be payable in a lump sum to the Retirement Income Trust Fund within thirty (30) days of the Director = s death.

(c) Withdrawal Rights Exercised.  

(1) Phantom Contributions Made Annually .

If the Director exercises his withdrawal rights pursuant to Subsection 2.2, no further Contributions to the Retirement Income Trust Fund shall be required of the Bank. Thereafter, Phantom Contributions shall be recorded annually in the Director's Accrued Benefit Account within thirty (30) days of the beginning of each Plan Year, commencing with the first Plan Year following the Plan Year in which the Director exercises his withdrawal rights. Such Phantom Contributions shall continue to be recorded annually, unless this Subsection 2.1(c) specifically states otherwise, until the earlier of (i) the last Plan Year that Phantom Contributions are required pursuant to Exhibit A, or (ii) the Plan Year of the Director's termination of service.

(2) Termination Following a Change in Control

If the Director exercises his withdrawal rights pursuant to Subsection 2.2, Phantom Contributions shall commence in the Plan Year following the Plan Year in which the Director first exercises his withdrawal rights. If a Change in Control occurs at the Bank, and within thirty-six (36) months of such Change in Control, the Director's service is either (i) involuntarily terminated, or (ii) voluntarily terminated by the Director after: (A) a material change in the Director's function, duties, or responsibilities, which change would cause the Director's position to become one of lesser responsibility, importance, or scope from the position the Director held at the time of the Change in Control, (B) a relocation of the Director's principal place of service by more than thirty (30) miles from its location prior to the Change in Control, or (C) a material reduction in the

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benefits and perquisites to the Director from those being provided at the time of the Change in Control, the Phantom Contribution set forth below shall be required of the Bank. The Bank shall be required to record a lump sum Phantom Contribution in the Accrued Benefit Account within ten (10) days of the Director = s termination of service equal to (i) the full Emeritus Contribution required for the Plan Year in which such termination occurs, if not yet made, plus (ii) the present value (computed using a discount rate equal to the Interest Factor) of all remaining Emeritus Contributions to the Retirement Income Trust Fund, and (iii) the present value (computed using the a discount rate equal to the Interest Factor) of the interest only component of the Elective Contribution. The amount of such final Phantom Contribution shall be actuarially determined based on the Phantom Contribution required, at such time, in order to provide a benefit via this Agreement equal in amount to that benefit which would have been payable to the Director if no secular trust had been implemented and the benefit obligation had been accrued under APB Opinion No. 12, as amended by FAS 106. (Such actuarial determination shall reflect the fact that amounts shall be payable from both the Accrued Benefit Account as well as the Retirement Income Trust Fund and shall also reflect the amount and timing of any withdrawal(s) made by the Director from the Retirement Income Trust Fund pursuant to Subsection 2.2.)

(3) Termination For Cause

If the Director is terminated for Cause pursuant to Subsection 5.2, the entire balance of the Director = s Accrued Benefit Account at the time of such termination, which shall include any Phantom Contributions which have been recorded plus interest accrued on such Phantom Contributions, shall be forfeited.

(4) Voluntary and   Involuntary Termination of Service .

If the Director exercises his withdrawal rights pursuant to Subsection 2.2, and the Director's service with the Bank is voluntarily or involuntarily terminated for any reason including termination due to disability of the Director, but excluding termination for Cause, or termination following a Change in Control, within thirty (30) days of such termination of service, no further Phantom Contributions shall be required of the Bank. Interest, at a rate equal to the Interest Factor, shall accrue on such Phantom Contributions until the Director’s Benefit Eligibility Date.

 

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(5) Death During Service .

If the Director exercises his withdrawal rights pursuant to Subsection 2.2, and dies while employed by the Bank, Phantom Contributions included on Exhibit A shall be required of the Bank. Such Phantom Contributions shall commence in the Plan Year following the Plan Year in which the Director exercises his withdrawal rights and shall continue through the Plan Year in which the Director dies. The Bank shall also be required to record a final Phantom Contribution within thirty (30) days of the Director = s death. The amount of such final Phantom Contribution shall be actuarially determined based on the Phantom Contribution required at such time (if any), in order to provide a benefit via this Agreement equivalent to the Supplemental Retirement Income Benefit commencing within thirty (30) days of the date the Administrator receives notice of the Director = s death and continuing for the duration of the Payout Period. (Such actuarial determination shall reflect the fact that amounts shall be payable from the Accrued Benefit Account as well as the Retirement Income Trust Fund and shall also reflect the amount and timing of any withdrawal(s) made by the Director pursuant to Subsection 2.2.)

 

2.2	Withdrawals From Retirement Income Trust Fund.

Exercise of withdrawal rights by the Director pursuant to the Thomas Lankey Grantor Trust agreement shall terminate the Bank's obligation to make any further Contributions to the Retirement Income Trust Fund, and the Bank = s obligation to record Phantom Contributions pursuant to Subsection 2.1(c) shall commence. For purposes of this Subsection 2.2, A exercise of withdrawal rights @ shall me