THE
GOODYEAR TIRE & RUBBER COMPANY
DEFINED CONTRIBUTION EXCESS BENEFIT PLAN
WHEREAS,
the Company desires to establish a excess benefit plan for the
purpose of providing supplemental retirement benefits on an
unfunded basis to a select group of management or highly
compensated employees eligible to participate in accordance with
the terms hereof, as contemplated by Section 201(2) of the
Employee Retirement Income Security Act of 1974, as
amended;
NOW,
THEREFORE, said excess benefit plan is hereby adopted
October 7, 2008, effective January 1, 2005 to provide as
follows:
For
the purposes hereof, the following words and phrases shall have the
meanings indicated:
1.
The “Act” shall mean the Employee Retirement Income
Security Act of 1974, as amended.
2.
An “Affiliated Employer” shall mean any employer
required to be affiliated with the Company under
Section 414(b), (c), or (m).
3.
The “Code” shall mean the Internal Revenue Code of 1986
as amended.
4.
The “Company” shall mean The Goodyear Tire & Rubber
Company, an Ohio corporation, its corporate successors and the
surviving corporation resulting from any merger of The Goodyear
Tire & Rubber Company with any other corporation or
corporations.
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5.
An “Employee” shall mean any person employed by an
Employer on a salaried basis and eligible to participate in the
Savings Plan.
6.
An “Employer” shall mean the Company and any other
Affiliated Employer who adopts the Plan with the consent of the
Company.
7.
An “Excess Benefit” is the benefit payable under this
Plan pursuant to Article II.
8.
The “Excess Compensation” is the amount of compensation
for any Participant in the Savings Plan to the extent the
Participant had compensation limited by either Code
Sections 401(a)(17) or 415(c) from being taken into account in
computing the Employer’s Retirement Contributions for the
Participant in the Savings Plan.
9.
The “Excess Contribution” shall be the amount of
contribution made pursuant to Sections 3.3 or 3.4.
10.
A “Participant” shall mean any Employee who was a
Participant in the Savings Plan and who had Excess
Compensation.
11.
“Plan” shall mean the plan as set forth herein,
together with all amendments hereto, which shall be called
“The Goodyear Tire & Rubber Company Defined Contribution
Excess Benefit Plan.”
12.
The “Savings Plan” shall mean either The Goodyear Tire
& Rubber Company Employee Savings Plan for Salaried Employees
or The Goodyear Tire & Rubber Company Savings Plan for Retail
Employees, as the same shall be in effect on the various dates of
an Employee’s participation.
All
other words and phrases used herein shall have the meanings given
them in the Savings Plans, unless a different meaning is clearly
required by the context.
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ARTICLE
II
EXCESS BENEFIT
1.
Eligibility . A Participant who dies or terminates
employment with an Employer under conditions that make such
Participant or beneficiary eligible for a benefit derived from
Retirement Contributions under the Savings Plan, who had Excess
Compensation and who does not receive a benefit from The Goodyear
Tire & Rubber Company Supplementary Pension Plan shall be
eligible for an Excess Benefit.
2.
Amount of Excess Benefit . The amount of the Excess Benefit
shall be the sum of all Excess Contributions notionally credited
increased by (a) from January 1, 2005 until
September 30, 2008, a seven (7) percent compounded annual
return, and (b) commencing October 1, 2008, interest
credited at 120% of the Applicable Federal Long-Term Rate as of the
first day of each quarter (as prescribed under Section 1274(d) of
the Code), compounded monthly, computed from the date of each
notional contribution.
3.
Excess Contributions . Excess Contributions will be
notionally credited to a Participant on the last day of any
calendar month in which the Participant had Excess Compensation.
The Excess Contributions will be for the amount that the
Participant would have had additional Retirement Contributions to
the Savings Plan for such month with respect to the
Participant’s Excess Compensation.
4.
Minimum Excess Contributions . If a Participant only
received Retirement Contributions of three (3) percent of
Compensation under the Savings Plan for any given month then the
Excess Contributions under Section 3 of Article II will
be five (5) percent of the Excess Compensation of such
Participant for such month.
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ARTICLE
III
TIME AND FORM OF PAYMENT
1.
Payment of Benefits. Each Excess Benefit provided for
hereunder shall be paid as a lump sum to the Participant or to the
Participant’s beneficiary under the Savings Plan, if the
Participant is deceased. Such lump sum payments will be made within
90 days after death to any beneficiary or within 90 days
after any Separation from Service if Participant is vested in the
Savings Plan and is not a Specified Employee. Any Participant who
is a Specified Employee shall be paid such lump sum on the first
business day that is more than six months after the date of
Separation from Service.
2.
Specified Employees. A Specified Employee is an employee who
is a specified employee in accordance with Section 409A of the
Code. The specified employee identification date for the Plan is
December 31 of each year. The specified employee effective
date for the Plan is each following January 1.
3.
Separation from Service. For purposes of establishing
whether an employee has a Separation from Service, the employee
will be deemed to have a Separation from Service on the date of
termination of employment, if the employee after the date of
termination of employment is not reasonably anticipated to provide
a level of bona fide services that exceeds 25% of the average level
of bona fide services provided by the employee in the immediately
preceding 36 months (or the total period of employment, if
less than 36 months), within the meaning of Section 409A
of tax code.
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ARTICLE
IV
ADMINISTRATION
The
Plan is a plan maintained primarily for the purpose of providing
deferred compensation for a select group of management or highly
compensated employees. Accordingly, the Plan shall be construed and
administered in the manner appropriate to maintain the Plan’s
status as such under the Act. To the extent that the Act applies to
the Plan, the Company shall be the “named fiduciary” of
and the “plan administrator” of the Plan. The Company
shall be responsible for the general administration of the Plan and
for carrying out the provisions hereof. The Employers shall be
responsible for making any required benefit payments under the
Plan. The Company shall have the sole and absolute authority and
power to administer and carry out the provisions of the Plan,
except that the Employers shall make any required benefit payments
hereunder; to determine all questions relating to eligibility for
and the amount of any benefit hereunder and all questions
pertaining to claims for benefits and procedures for claim review;
to resolve all other questions arising under the Plan, including
any questions of construction; and to take such further action as
the Company shall deem advisable in the administration of the Plan.
All actions taken and decisions made by the Company hereunder be
final and binding upon all interested parties.
ARTICLE
V
AMENDMENT AND TERMINAT
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