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Content analysis
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- 10-K Annual report
- 10.26 Investment Management Agreement
- 10.27 Investment Management Agreement
- 10.28 Investment Management Agreement
- 10.36 Third Amendment to the Management and Operations Agreement
- 10.49 First Amendment to Reinsurance Pooling Agreement
- 10.89 Fourth Amendment to the Outside Directors Restricted Share Unit Plan
- 10.96 First Amendment to the Supplemental Retirement Plan for Executive Employees
- 10.98 First Amendment to the STFC Supplemental Executive Retirement Plan
- 21.01 List of Subsidiaries of STFC
- 23.01 Consent of Independent Registered Public Accounting Firm
- 24.03 Power of Attorney - Eileen A. Mallesch
- 31.01 Section 302 CEO Certification
- 31.02 Section 302 CFO Certification
- 32.01 Section 906 CEO Certification
- 32.02 Section 906 CFO Certification
Exhibit 10.89
FOURTH AMENDMENT
TO THE
OUTSIDE DIRECTORS RESTRICTED SHARE UNIT PLAN
Background Information
| A. | State Auto Financial Corporation (the “Company”) previously adopted and maintains the Outside Directors Restricted Share Unit Plan (the “Plan”) for the benefit of the Company’s Outside Directors. |
| B. | The Company desires to amend the Plan’s vesting provisions effective November 1, 2010. |
| C. | Section 7.1 of the Plan permits the Company’s Board of Directors to amend the Plan. |
Amendment of the Plan
The Plan is hereby amended as follows effective November 1, 2010:
| 1. | Section 4.1 of the Plan is hereby amended in its entirety to read as follows: |
4.1Vesting. A Participant always will be one hundred percent (100%) vested in amounts credited to such Participant’s Account prior to November 1, 2010. Effective for Awards granted on or after November 1, 2010, a Participant will be one hundred percent (100%) vested in amounts credited to such Participant’s Account attributable to such Award upon the completion of six months of service as an Outside Director from the date of the Award. Notwithstanding the foregoing, a Participant will be one hundred percent (100%) vested in the total amount credited to such Participant’s Account upon the Participant’s death or Disability.
| 2. | All other provisions of the Plan shall remain in full force and effect. |
| STATE AUTO FINANCIAL CORPORATION | ||
| By: | /s/ J A Yano | |
| Its: | Vice President, Secretary and General Counsel | |
| DATE: | 11/9/10 | |