Exhibit 10.2
AMENDMENT NO. 1
TO
JOHN BEAN TECHNOLOGIES
CORPORATION
INCENTIVE COMPENSATION AND
STOCK PLAN
The John Bean Technologies
Corporation Incentive Compensation and Stock Plan (the “
Plan ”) is hereby amended as follows:
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1.
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The definition
of the term “Dividend Equivalent Rights” is hereby
amended, effective as of November 13, 2008, to read in its
entirety as follows:
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“‘Dividend
Equivalent Rights’ means the right to receive cash, Stock Options,
Restricted Stock, Performance Units, Stock Units or Restricted
Stock Units as determined by the Committee, in an amount equal to
any dividends that would have been paid on a Stock Option,
Restricted Stock, Performance Unit, Stock Units or Restricted Stock
Units as applicable, with Dividend Equivalent Rights if such Stock
Option, Restricted Stock, Performance Unit, Stock Units or
Restricted Stock Units as applicable, was a share of Common Stock
held by the participant on the dividend payment date. Unless the
Committee determines that Dividend Equivalent Rights will be paid
in cash as of the dividend payment date or such later date as the
Committee shall determine (which shall be no later than the date on
which the underlying Stock Options, Restricted Stock, Performance
Units, Stock Units or Restricted Stock Units vest), such Dividend
Equivalent Rights, once credited, will be converted into an
equivalent number of Stock Options, shares of Restricted Stock,
Performance Units, Stock Units or Restricted Stock Units as
applicable; provided, however, that the number of shares subject to
any Award will always be a whole number. Unless otherwise
determined by the Committee as of the dividend pa
