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AMENDMENT TO AMENDED AND RESTATED COMPENSATION AGREEMENT FOR MYRON KUNIN

Executive Compensation Plan Agreement

AMENDMENT TO AMENDED AND RESTATED COMPENSATION AGREEMENT FOR MYRON KUNIN | Document Parties: Regis Corporation You are currently viewing:
This Executive Compensation Plan Agreement involves

Regis Corporation

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Title: AMENDMENT TO AMENDED AND RESTATED COMPENSATION AGREEMENT FOR MYRON KUNIN
Date: 2/9/2009
Industry: Personal Services     Sector: Services

AMENDMENT TO AMENDED AND RESTATED COMPENSATION AGREEMENT FOR MYRON KUNIN, Parties: regis corporation
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Exhibit No. 10(f)(*)

 

AMENDMENT TO

AMENDED AND RESTATED COMPENSATION AGREEMENT

FOR MYRON KUNIN

 

This Amendment (the “Amendment”) to the Amended and Restated Compensation Agreement entered into between Regis Corporation, a Minnesota corporation (the “Corporation”), and Myron Kunin (“Kunin”) as of June 29, 2007 is hereby entered into as of December 23, 2008 (the “Effective Date”).  The Corporation and Kunin shall be referred to herein together as “the Parties.”

 

WHEREAS, the Parties previously entered into a Compensation and Non-Competition Agreement, dated May 7, 1997 (the “Original Agreement”); and

 

WHEREAS, the Original Agreement was amended from time to time and was last amended and restated as of June 29, 2007 (the “Restated Agreement”); and

 

WHEREAS, the Parties wish to amend the Restated Agreement as of the date hereof to make certain changes to comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”);

 

NOW, THEREFORE, IN CONSIDERATION of the mutual agreements hereinafter contained, the parties hereby agree as follows:

 

1.              Paragraph 1 of the Restated Agreement shall be amended by deleting it in its entirety and replacing it as follows:

 

Continued Compensation Payments .  The Corporation shall continue to pay Kunin the amount specified under the Agreement, that is, $600,000 per year, increased each year, commencing July 1, 1997, in proportion to any increase in the consumer price index (as defined in the Original Agreement) from July 1, 1996, to each July 1 thereafter in which payments are made to Kunin under the Restated Agreement.  Such amount shall be paid to Kunin on a monthly basis for his lifetime.  Under no circumstances shall the annual amount payable to Kunin pursuant to this paragraph 1 be decreased in any year.

 

2.              Paragraph 5 of the Restated Agreement shall be amended by deleting it in its entirety and replacing it as follows:

 

Change in Control Benefits .  In addition to the benefits payable to Kunin under other provisions of this Restated Agreement, in the event a Change in Control of the Corporation occurs at any time prior to Kunin’s death, the Corporation shall provide to Kunin the benefits described in (a), (b), (c), (d) and (e) below:

 

(a)           In lieu of the monthly payments provided under paragraph 1 above, the Corporation shall pay to Kunin within five (5) days after a

 



 

Change in Control occurs (provided that for this purpose the Change in Control must also be a change in control event under Treas. Reg. Section 1.409A-3(i)(5)) a single lump sum payment equal to the then present value of the future monthly payments described under paragraph 1 above.  The discount rate to be used for this purpose shall be equal to the yield to maturity, at the date of the Change in Control, of U.S. Treasury Notes with a maturity date nearest the Joint Life Expectancy (as defined in Section 6(d) below) of Kunin and his spouse.

 

(b)           On the day on which a Change in Control occurs, the Corporation shall pay to Kunin an amount equal to three times the annual compensation described in paragraph 1, above, for the 12-month period immediately preceding the Change in Control.

 

(c)           The excess of:  (i) Kunin’s “adjusted annual compensation” multiplied by the Joint Life Expectancy (as defined in Section 6(d) below) of Kunin and his spouse, as determined as of the date of the Change in Control, with no discount for present value; over (ii) the present value of the future monthly benefits payable to Kunin pursuant to paragraph 5(a) above as of the date of the Change in Control.  Such amount shall be paid to Kunin in a single sum within thirty (30) days following the date of the Change in Control.  For purposes of this subparagraph (c), Kunin’s “adjusted annual compensation” shall mean the annual amount payable to Kunin pursuant to paragraph 1 above as of the date of the Change in Control, increased by four percent (4%) for each year in the Joint Life Expectancy.

 

(d)           200,000


 
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