{"id":40642,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/successor-retirement-plan-for-directors-general-dynamics-corp.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"successor-retirement-plan-for-directors-general-dynamics-corp","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/successor-retirement-plan-for-directors-general-dynamics-corp.html","title":{"rendered":"Successor Retirement Plan For Directors – General Dynamics Corp."},"content":{"rendered":"
SUCCESSOR RETIREMENT PLAN FOR DIRECTORS\n\n<\/p>
        WHEREAS, General Dynamics Corporation (the \u0093Corporation\u0094) maintained a\nretirement plan for certain non-employee members of its Board of Directors (the\n\u0093Directors Retirement Plan\u0094);\n\n<\/p>
        WHEREAS, the Board of Directors of the Corporation (the \u0093Board\u0094)\nterminated the Directors Retirement Plan effective December 1, 1999;\n\n<\/p>
        NOW, THEREFORE, notwithstanding any provisions of the Directors Retirement\nPlan to the contrary, effective December 1, 1999, the following provisions\nshall govern the unpaid accrued benefits under the Directors Retirement Plan.\n\n<\/p>
1.     The value of the unpaid accrued benefits under the Directors Retirement Plan\nshall be deferred and paid under this Successor Retirement Plan (the \u0093Plan\u0094)\naccording to the provisions described below.\n\n<\/p>
2.     As of December 1, 1999, each director listed on Schedule A attached hereto\n(each an \u0093eligible director\u0094) shall be given an irrevocable option to convert\nthe entire actuarial lump sum value (as determined below) of such eligible\ndirector\u0092s vested benefit in the Directors Retirement Plan into either (a) a\ndeemed cash account or (b) a number of \u0093phantom shares\u0094 of the Corporation\u0092s\ncommon stock, par value $1.00 per share (the \u0093Common Stock\u0094) determined by\ndividing the actuarial lump sum value determined below by the average of the\nhigh and low market price of the Common Stock on the New York Stock Exchange on\nDecember 1, 1999. Such deemed amount of cash or phantom shares shall be\ncredited to a Plan account established and maintained for each eligible\ndirector. The account shall not require segregation of any Corporation assets\nand shall at all times remain subject to the claims of the Corporation\u0092s\ngeneral creditors.\n\n<\/p>
The actuarial lump sum value shall be determined as of December 1, 1999, which\nvalue shall assume the benefit is payable for life and that the eligible\ndirector would have retired at age 75 and began receiving annual payments\nguaranteed for the longer of ten years or the number of completed years of\nservice as an outside director as of December 31, 1999, and based on the 1984\nUnisex Pension Table with a one year setback and a discount rate of 7% per\nannum compound.\n\n<\/p>
3.     From December 1, 1999 until retirement, (a) amounts converted into the\ndeemed cash account shall be credited with interest at prime rate (as set by\nThe Northern Trust Company of Chicago, or its successor) on the last day of\neach calendar quarter and (b) amounts converted into phantom shares shall be\nadjusted upward or downward based on the value of Common Stock and shall be\ncredited with stock dividend equivalents when the Corporation issues dividends\non Common Stock.\n\n<\/p>
4.     Any dividend equivalents credited to an eligible director\u0092s account shall be\nreinvested in phantom shares of the Common Stock based on the average of the\nhigh and low market price of Common Stock on the New York Stock Exchange on the\npayment date of the dividend with respect to which such dividend equivalents\nare credited.\n\n<\/p>
1\n\n<\/p>
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5.     Benefits under the Plan are payable upon retirement as provided in this\nSection. As of the eligible director\u0092s retirement or death (if sooner), the\nCorporation shall determine the value of the eligible director\u0092s account. If\nthe eligible director had elected a deemed cash account, the value of such\naccount shall be based on the method described in Section 3. If the eligible\ndirector had elected to take phantom shares, the eligible director\u0092s account\nshall be valued as of the eligible director\u0092s retirement date based on the\naverage of the high and low market price of the Common Stock on the New York\nStock Exchange as of that date. Prior to retirement (or such other period as\nthe Board may, in its discretion, determine) an eligible director shall make an\nelection in writing to receive the value of the eligible director\u0092s account as\ndetermined above in either: (a) ten (10) installments with the first\ninstallment to be paid as soon as practical following the eligible director\u0092s\nretirement date and the additional nine (9) installments to be paid annually on\nor about the eligible director\u0092s anniversary of retirement, or (b) a lump sum\npayment which shall be paid within ten (10) business days of the director\u0092s\nretirement. Any such election may be changed or revoked at any time prior to\nthe eligible director\u0092s retirement date shall be given effect (or such other\nperiod of time as the Board may, in its discretion, determine). If no election\nis made or if the election is determined to be invalid, payment shall be in\nsuch form as determined by the Board in its sole discretion. Payments under\nthe Plan shall be in cash. If an eligible director elects to receive his\naccount in annual installments, during the period he receives such annual\ninstallments his account shall be credited with interest at prime rate (as set\nby The Northern Trust Company of Chicago, or its successor) which interest\nshall be paid in full with the next installment payment.\n\n<\/p>
6.     No eligible director shall be entitled to any voting rights with respect to\nthe phantom stock in the eligible director\u0092s account. The phantom stock under\nthe Plan does not have any of the rights of the Common Stock other than to\nreceive dividend equivalents. In the event of any change in the outstanding\nshares of the Common Stock by reason of a stock split, dividend, combination or\nsimilar transaction, the phantom stock shall be automatically proportionally\nadjusted in an equitable manner.\n\n<\/p>
7.     All eligible director accounts are subject to the general creditors of the\nCorporation and are unfunded promises to pay amounts in the future. Such\neligible director accounts may not be assigned nor alienated.\n\n<\/p>
8.     In the event of the death of an eligible director, any unpaid amounts in the\neligible director\u0092s account shall be paid to the eligible director\u0092s designated\nbeneficiary. If no beneficiary is designated, such amounts shall be paid to\nthe eligible director\u0092s estate. Amounts paid to a designated beneficiary or to\nan estate shall be in a lump sum.\n\n<\/p>
9.     The Board shall have complete power and authority to amend and terminate the\nPlan. The Board shall have complete power and authority to interpret and\nadminister the Plan, to adopt, amend and rescind rules and regulations, and to\nestablish terms and conditions, not inconsistent with the provisions of the\nPlan, for the administration and implementation of the Plan, provided, however,\nthat the Board may not make any changes that would adversely affect the rights\nof an eligible director who retired prior to the date of the change without the\nconsent of such director. No benefits shall be payable from this Plan if the\nBoard determines in its sole discretion that a director is not entitled to such\nbenefits.\n\n<\/p>
2\n\n<\/p>
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Schedule A<\/b>\n\n<\/p>
Julius W. Becton, Jr.
\nJames S. Crown
\nCharles H. Goodman
\nGeorge A. Joulwan
\nPaul G. Kaminski
\nCarl E. Mundy, Jr.
\nCarlisle A. H. Trost\n\n\n<\/p>
3\n\n\n\n\n\n<\/p><\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7614],"corporate_contracts_industries":[9475],"corporate_contracts_types":[9539,9550],"class_list":["post-40642","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-general-dynamics-corp","corporate_contracts_industries-aerospace__ships","corporate_contracts_types-compensation","corporate_contracts_types-compensation__retirement"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/40642","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=40642"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40642"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40642"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40642"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}