Exhibit 10.29
AMENDMENT NO. 1
TO
SENIOR EXECUTIVE SEVERANCE AGREEMENT.
The Ryland Group, Inc. (the
“Company”) and
(the “Executive”) wish to amend the Severance Agreement
originally dated as of
to comply with the final Regulations issued under Internal Revenue
Code section 409A.
Accordingly, the Agreement is
amended as follows, effective January 1, 2005:
1.
Section 1.1 is amended in its
entirety, as follows:
“1.1
Lump Sum Cash Payment
. On the date of the
Executive’s Separation from Service with the Corporation or
any successor corporation, the Corporation or any successor
corporation will pay the Executive an amount equal to the
Executive’s unpaid, annualized base salary for the remainder
of the year in which the Separation from Service occurs and a pro
rata bonus through the date of Separation from Service. Also,
on the date of the Executive’s Separation from Service with
the Corporation or any successor corporation, the Corporation or
any successor corporation will pay the Executive a lump sum cash
payment equal to two (2) times the highest Annual Compensation
(as hereinafter defined) for any of the three (3) calendar
years immediately preceding the date of Separation from
Service. For purposes of this Section 1.1, the pro-rata
bonus shall be an amount equal to the highest bonus earned by the
Executive within the three (3) calendar years immediately
preceding the date of Separation from Service, pro rated for the
period served during the year in which the Separation from Service
occurs. Notwithstanding the preceding, should the payment
made to the Executive in accordance with this Section be
determined to be a payment from a nonqualified deferred
compensation plan, as defined by section 409A of the Internal
Revenue Code of 1986 as amended (the “Code”) (e.g.,
payments for termination for Good Reason), this payments will be
made on the date that is six months after the date of the
Executive’s Separation from Service.”
2.
Section 1.2 is amended in its
entirety, as follows:
“1.2
Accelerated Vesting
. All rights, awards and
benefits of the Executive provided pursuant to this Agreement, the
TRG Incentive Plan, any deferred compensation plans (including the
Executive and Director Deferred Compensation Plan and any successor
or replacement plans) and any incentive, bonus, stock option,
equity incentive, restricted stock, insurance or split dollar
insurance program, relocation equity program, or other benefit
plans of the Corporation in which the Executive participates prior
to the Change of Control shall immediately vest in full and the
Executive shall receive a distribution of the amount of these
rights, awards and benefits in accordance with the applicable
benefit, document or plan.”
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