Exhibit
10.1
SEVERANCE
AGREEMENT
Bucyrus International, Inc.
(“Bucyrus”) and Kenneth W. Krueger
(“Krueger”) have jointly decided to terminate their
employment relationship. In consideration for this Severance
Agreement and the related Release, Bucyrus and Krueger agree to the
following:
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1.
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Krueger will
remain on Bucyrus’ active payroll through December 31,
2009, at his current compensation and benefit levels.
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2.
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If Krueger
remains on Bucyrus’ active payroll through December 31,
2009, he will be eligible for a 2009 annual cash bonus, if any is
paid, in February 2010 at the time Bucyrus pays such bonuses. The
annual cash bonus payable in February 2010 will be calculated on
the full year 2009 actual results. The annual cash bonus will not
have a reduction factor applied, but may be increased by Bucyrus,
should other then current officers at Bucyrus receive an increase
to the bonus payment granted by Bucyrus’ Board of
Directors.
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3.
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If Krueger
remains on Bucyrus’ active payroll through December 31,
2009, Bucyrus will fully vest on such date the premium shares
included in his 2006 stock award grant under the Amended and
Restated 2004 Equity Incentive Plan (the “LTIP”). In
addition to his 2006 stock award grant, Krueger received stock
award grants in 2007, 2008 and 2009. These grants and relevant plan
provisions control the vesting of these stock awards and any stock
appreciation rights (SARs). Other previously granted stock awards
or restricted shares that are unvested after December 31,
2009, will be forfeited pursuant to the terms of the relevant plan.
All of Krueger’s vested SAR’s must be exercised within
three months of his termination date of December 31,
2009.
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4.
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Krueger will
not be eligible to participate in either the annual bonus plan or
the LTIP after December 31, 2009.
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5.
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If Krueger
remains on Bucyrus’ active payroll through December 31,
2009, Bucyrus will continue to deduct deferred compensation from
his payroll checks through that date, but not after that date from
any severance payments. Bucyrus will pay Krueger his SERP and
deferred compensation entitlements on or about July 31,
2010.
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6.
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Bucyrus will
continue to make its matches to Krueger’s qualified and
non-qualified savings and pension plans for the plan yeas ending
December 31, 2009. Bucyrus will not make any matches for such
savings and pension plans for any plan years after 2009.
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7.
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Commencing on
January 1, 2010, Bucyrus will pay Krueger fourteen
(14) months of severance at his current monthly base salary
level through February 28, 2011 (the period from
January 1, 2010 through February 28, 2011 is referred to
as the “severance period”). Bucyrus will pay Krueger
his severance in the form of salary continuation on Bucyrus’
regular payroll dates and the severance payments will be subject to
all required payroll deductions and withholdings. Bucyrus will
continue these severance payments to Krueger even if he secures
other employment during the severance period.
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8.
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During the
severance period, Krueger and his dependents are eligible to
continue their coverage under Bucyru
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