Exhibit 10.2
NOTICE OF CASH PERFORMANCE
AWARD
February 23, 2009
PERSONAL AND
CONFIDENTIAL
[Name]
[Title]
[Company Address]
Dear [Name]:
We are pleased to inform you that,
as a key employee of [Operating Company] (the
“Company”), you have been granted a performance award
under the Fortune Brands, Inc. 2007 Long-Term Incentive Plan (the
“Plan”), for the 2009-2011 performance period. The
performance period ends on December 31, 2011. Attached is a
copy of the Fortune Brands, Inc. 2007 Long-Term Incentive Plan,
Terms and Conditions relating to your performance award, and a
Performance Goals Summary.
Your performance award is expressed
in performance units with a maximum cash value of $1,000 per unit.
The final cash value of your units will be determined according to
the actual performance of the Company during the 2009-2011
performance period. The attached Performance Goals Summary sets
forth the number of units that you have been awarded, the minimum
and maximum value of your units, and the performance goals that the
Company must achieve during the performance period in order for you
to receive a payment based on your performance units. After the end
of the performance period and based on the results achieved, the
value of your performance units will be paid in a lump sum less
applicable taxes. No payment will be made if performance is less
than the level required for a payout.
Except under the conditions
described in the attachments, which are incorporated by reference
and made a part of this performance award, you will forfeit all
rights to your performance award if you terminate employment before
the completion of the performance period. Please review the
attachments carefully to ensure that you understand the provisions
of your performance award.
Congratulations on your performance
award which affords you the opportunity for financial benefit as
well as the opportunity to contribute significantly to our future
performance. Should you have any questions, please call
me.
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Sincerely yours,
FORTUNE BRANDS, INC.
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By
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Vice President – Human
Resources
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Attachments:
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Performance
Goals Summary
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Schedule of
Terms and Conditions of Performance Award
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Fortune Brands,
Inc. 2007 Long-Term Incentive Plan
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CASH PERFORMANCE
AWARD
TERMS AND
CONDITIONS
You have been granted a cash
performance award under the Fortune Brands, Inc. 2007 Long-Term
Incentive Plan (the “Plan”). The Plan provides
long-term incentives to employees of Fortune Brands, Inc.
(“Fortune”) and its subsidiaries.
The date of the grant, number of
units you are awarded, and the minimum, target and maximum unit
values are set forth in the Performance Goals Summary
(“Summary”) attached to your Notice of Cash Performance
Award.
1. Cash Award . Subject to
the provisions of paragraphs 3 through 8 below, your cash award
will be determined as follows:
(a) If the performance measures for
the Fortune subsidiary that employs you (the “Company”)
for the performance period equal the minimum goal for that
performance period as set forth in the attached Summary, the value
of each unit awarded to you will be the minimum unit value set
forth on the Summary.
(b) If the performance measures of
the Company for the performance period equal or exceed the maximum
goal for that performance period as set forth in the attached
Summary, the value of each unit awarded to you will be the maximum
unit value set forth on the Summary.
(c) If the performance measures of
the Company for the performance period exceed the minimum goal for
the performance period, but are less than the maximum goal for the
performance period, the value of each unit awarded to you will be
interpolated between the goals set forth in the attached Summary
within the range in which the actual perfo
