Exhibit 10.1
CUBESMART
EXECUTIVE DEFERRED COMPENSATION PLAN
Amended and Restated as of August 1, 2023
TABLE OF CONTENTS
PAGE
ARTICLE 1 PURPOSE1
ARTICLE 2 DEFINITIONS1
2.1Base Salary1
2.2Board1
2.3Bonus1
2.4Code1
2.5Company1
2.6Company Stock Fund1
2.7Compensation Committee2
2.8Deferred Compensation2
2.9Deemed Investment Options2
2.10Distribution Account2
2.11Distribution Option2
2.12Election Agreement2
2.13Employee2
2.14Employer2
2.15Equity Compensation2
2.16Equity Plan2
2.17In-Service Distribution Account2
2.18In-Service Distribution Option2
2.19Matching Deferred Compensation2
2.20Nonelective Deferred Compensation3
2.21Participant3
2.22Plan3
2.23Plan Administrator3
2.24Plan Year3
2.25Retirement3
2.26Retirement Distribution Account3
2.27Retirement Distribution Option3
2.28Trust3
ARTICLE 3 PARTICIPATION3
3.1Eligibility3
3.2Participation3
ARTICLE 4 BENEFITS3
4.1Deferred Compensation3
4.2Matching Deferred Compensation4
4.3Nonelective Deferred Compensation4
4.4Election Procedures4
4.5Limited Redeferral5
(i)
ARTICLE 5 DISTRIBUTION ACCOUNTS6
5.1Participant Accounts6
5.2Returns on Distribution Accounts6
5.3Deemed Investment Options6
5.4Changes in Deemed Investment Options7
5.5Valuation of Accounts7
5.6Statement of Accounts7
5.7Distributions from Accounts7
5.8Deemed Company Stock Fund7
5.9Equity Compensation8
ARTICLE 6 DISTRIBUTIONS8
6.1Retirement Distribution Option8
6.2In-Service Distribution Option8
6.3Distribution Limitations8
ARTICLE 7 BENEFITS TO PARTICIPANTS9
7.1Benefits Under the Retirement Distribution Option9
7.2Benefits Under the In-Service Distribution Option9
ARTICLE 8 SURVIVOR BENEFITS10
8.1Death of Participant Prior to the Commencement of Benefits10
8.2Survivor Benefits Under the Retirement Distribution Option10
8.3Survivor Benefits Under the In-Service Distribution Option11
8.4Death of Participant After Benefits Have Commenced11
ARTICLE 9 EMERGENCY BENEFIT11
ARTICLE 10 ADMINISTRATION12
10.1Plan Administrator12
10.2Appointment of Administrative Committee12
10.3Powers of Plan Administrator12
10.4Limitation of Liability13
10.5Claims Procedures13
ARTICLE 11 MISCELLANEOUS13
11.1Unfunded Plan13
11.2Spendthrift Provision14
11.3Employment Rights14
11.4Designation of Beneficiary14
11.5Withholding of Taxes15
11.6Amendment or Termination15
11.7No Fiduciary Relationship Created15
11.8Release15
11.9No Warranty or Representation15
11.10Construction15
11.11Governing Law15
11.12Counterparts15
(ii)
11.13American Jobs Creation Act of 200416
(iii)
CUBESMART EXECUTIVE DEFERRED COMPENSATION PLAN
The CubeSmart Executive Deferred Compensation Plan (the “Plan”) has been established for the purpose of providing deferred compensation to eligible employees and is intended to be a non-qualified deferred compensation arrangement for a select group of management and highly compensated employees. The Plan was originally adopted by the Board on November 3, 2006, was amended and restated as of January 1, 2007, and is hereby further amended and restated as of August 1, 2023.
The following terms shall have the following meanings described in this Article unless the context clearly indicates another meaning. All references in the Plan to specific Articles or Sections shall refer to Articles or Sections of the Plan unless otherwise stated.
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have that amount credited to his or her Retirement Distribution Account or In-Service Distribution Account as Deferred Compensation. Deferred Compensation shall be credited to a Participant’s Accounts on such schedule as the Plan Administrator shall determine.
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Notwithstanding that the rates of return credited to Participants’ Distribution Accounts under the Deemed Investment Options are based upon the actual performance of the corresponding portfolios of the Company’s qualified defined contribution plan, or such other investment fund(s) as the Compensation Committee may designate, the Company shall not be obligated to invest any Deferred Compensation by Participants under this Plan, or any other amounts, in such portfolios or in any other investment funds.
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August 1, 2023, other than dividend reinvestments credited to such Distribution Accounts in respect of amounts already directed into the Company Stock Fund as of such date (or in respect of dividend reinvestments credited on such amounts following such date).
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In the case of any key employee (as defined in Section 416(i) of the Code without regard to paragraph (5) thereof) of an Employer, distributions in connection with a separation from service of the Participant may not be made before the date which is six months after the date of separation from service (or, if earlier, the date of death of the Participant), provided that any payments to which such key employee would otherwise have been entitled during the first six months following the date of separation shall be accumulated and paid on the first day of the seventh month following the date of separation from service.
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installment benefit payable in accordance with this Section shall equal (a) the value of such Retirement Distribution Account as of the last business day of the calendar month immediately preceding the date on which such installment is paid, divided by (b) the number of annual installments remaining to be paid pursuant to the election of the Participant in the Election Agreement pursuant to which such Retirement Distribution Account was established or as may have been changed by the Participant.
In the event that the Plan Administrator, upon written request of a Participant, determines, in its sole discretion, that the Participant has suffered an unforeseeable emergency, the Company shall pay to the Participant from the Participant’s Distribution Account(s), as soon as practicable following such determination, an amount not exceeding the amount reasonably necessary to meet the emergency (which may include amounts necessary to pay any federal, state, or local income taxes or penalties reasonably anticipated that result from the distribution), after deduction of any and all taxes as may be required pursuant to Section 11.5 (the “Emergency Benefit”). For purposes of this Plan, an unforeseeable emergency is a severe financial hardship of the Participant arising from an illness or accident of the Participant, the Participant’s spouse, or the Participant’s dependent (as defined in Code Section 152(a)); loss of the Participant’s property due to casualty (including the need to rebuild a home following damage to a home not otherwise covered by insurance, for example, as a result of a natural disaster); or other similar extraordinary and unforeseeable circumstances arising as a result of events beyond the control of the Participant. Cash needs arising from foreseeable events such as the education expenses for children shall not be considered to be the result of an unforeseeable financial emergency. Emergency Benefits shall be paid first from the Participant’s In-Service Distribution Accounts, if any, in the order in which such Accounts would otherwise be distributed to the Participant. If the distribution exhausts the
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In-Service Distribution Accounts, the Retirement Distribution Account may be accessed. With respect to that portion of any Distribution Account which is distributed to a Participant as an Emergency Benefit, in accordance with this Article, no further benefit shall be payable to the Participant under this Plan. Notwithstanding anything in this Plan to the contrary, a Participant who receives an Emergency Benefit in any Plan Year shall not be entitled to make any further deferrals for the remainder of such Plan Year. It is intended that the Plan Administrator’s determination as to whether a Participant has suffered an “unforeseeable emergency” shall be made consistent with the requirements under Section 409A of the Code.
In the exercise of its powers, the Plan Administrator shall be entitled to rely upon all tables, valuations, certificates and reports furnished by any accountant or consultant and upon opinions given by any legal counsel in each case duly selected by the Plan Administrator.
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or cancellation must be made in a form approved by the Plan Administrator and shall not be effective until received by the Plan Administrator, or its designee. If no Beneficiary has been named, or the designated Beneficiary or Beneficiaries shall have predeceased the Participant, the Beneficiary shall be the Participant’ s estate. If a Participant designates more than one Beneficiary, the interests of such Beneficiaries shall be paid in equal shares, unless the Participant has specifically designated otherwise.
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