FIRST AMENDMENT
TO
SALANT CORPORATION
LONG TERM SAVINGS AND INVESTMENT PLAN
(As Amended and Restated effective January 1, 1989)
Salant Corporation hereby amends the Salant Corporation Long
Term Savings and Investment Plan effective as of January 1, 1994 as follows:
1. The following new Section 1.7A is added to the Plan:
1.7A "Company Common Stock Fund" means an Investment
Fund, together with the earnings thereon, consisting of Common
Stock contributed by the Company or purchased by the Trustee
with cash contributions made by the Company. If so directed,
the Trustee shall regularly purchase, or cause to be
purchased, Common Stock from time to time in the open market
or by private purchase, including purchase from the Company of
authorized but unissued shares of such Common Stock or shares
of such Common Stock held as treasury stock. All purchases and
contributions from the Company shall be made at a price equal
to the closing price at which the Company's Common Stock was
traded as reported in the NYSE-Composite Transactions list
reported in the Wall Street Journal for the date of purchase
or contribution or if there were no trades on such date, at a
price equal to the mean between the "bid" and "asked" prices
for such date.
2. The following new Section 1.15A is added to the Plan:
1.15A "Investment Fund" means any fund that may be
made available for investment under the Plan, or all of such
funds.
3. The following new Section 1.20A is added to the Plan:
1.20A "Qualified Contribution" for any Plan Year
means a discretionary contribution made by the Company to
satisfy the requirements of Section 3.4 or 4.7 and that (a)
may be aggregated with other contributions in accordance with
section 3.7 or 4.8, (b) is nonforfeitable at all times, (c)
may not be distributed to a Member or beneficiary until the
earliest date provided for in Section 401(k)(2)(B) of the Code
(determined without regard to Subsection (i)(IV) of such
Section) and (d) complies with the requirements of Treasury
regulation Section 1.401(k)-1(b) (5).
4. The last sentence of section 3.4 is deleted.
5. Section 3.7 is amended to read in its entirety as follows:
3.7 (a) In the event the Company determines that the
deferrals elected by highly compensated Members might cause
the deferrals under the Plan to fail to meet the limitations
of the second sentence of Section 3.4 , the Committee may
reduce in an equitable manner, as it in its sole discretion
shall determine, the permissible percentages of Compensation
which may subsequently be deferred under the Plan by highly
compensated Members. Notwithstanding the foregoing, the
Committee shall not reduce the permissible Employee Matched
Contributions of any highly compensated Member if any other
highly compensated Member may make Employee Supplemental
Contributions.
(b) Salary reductions of highly compensated Members
may be maintained within the limit of the second sentence of
Section 3.4 by reducing the salary reductions of highly
compensated Members in order of the percentages of salary
deferred beginning with the highest of such percentages. The
amount by which a Member's salary reductions is so reduced,
adjusted for income or loss allocable thereto, and reduced,
but not below zero, by the amount of any distribution made or
to be made to the Member pursuant to Section 3.6 shall be
distributed to the Member no later than December 31 of the
Plan Year following the Plan Year for which such excess salary
reductions were contributed to the Plan on his behalf.
(c) The Committee may elect to make a Qualified
Contribution with respect to the Plan Year on behalf of any or
all Members. To the extent specified as a qualified
nonelective contribution (as defined in Treasury Regulation
1.401(k)-1(g)(13)(ii)), such Qualified Contribution shall be
treated as a Salary Deferral Contribution for purposes of
Section 3.4.
(d) The Committee, in its sole discretion, may elect
to use any combination of the methods described in this
Section 3.7 to satisfy the limitations of Section 3.4;
provided, however, that such combination of methods shall be
applied in a uniform and nondiscriminatory manner. 6. Section
4.8 is amended to read in its entirety as follows:
4.8 (a) Company Matching Contributions to accounts of
highly compensated Members may be maintained within the limit
of Section 4.7 by reducing such Company Matching Contributions
in order of such highly compensated Members' Company Matching
Contributions as a percentage beginning with the highest of
such percentages. Such reduction shall be made in proportion
to a Member's Company Matching Contributions allocated to his
account for the Plan Year to which the reduction relates. The
amount of such reduction in the Member's Company Matching
Contributions allocated to his account to the extent the
Member is vested in his Company Matching Contributions,
adjusted for income or loss allocable thereto, shall be
distributed to the Member no later than December 31 of the
Plan Year following the Plan Year for which such excess salary
reductions were contributed to the Plan. The amount of any
reduction in the Company Matching Contribution allocated to a
Member's account, to the extent that he is not yet vested in
his Company Matching Contributions, adjusted for income or
loss allocable thereto, shall be a forfeiture as of the
December 31 of the Plan Year following the Plan Year for which
the excess Company Matching Contribution was made. Any
forfeiture pursuant to this Section shall be applied to reduce
future Company Matching Contributions under the Plan.
(b) The Committee may elect to make a Qualified
Contribution with respect to the Plan Year on behalf of any or
all Members. To the extent specified as a qualified matching
contribution (as defined in Treasury Regulation
1.401(k)-1(g)(13)(i)), such Qualified Contribution shall be
treated as a Company Matching Contribution for purposes of
Section 4.7.
(c) The Committee, in its sole discretion, may elect
to use any combination of the methods described in this
Section 4.8 to satisfy the limitations of Section 4.7;
provided, however, that such combination of methods shall be
applied in a uniform and nondiscriminatory manner. 7. Section
5.2 is amended to read in its entirety as follows:
5.2 The Committee shall select the Investment Funds to
be made available for the investment of Salary Deferral
contributions and Company Matching Contributions. The
Committee may select additional or substitute Investment
Funds. The Trustee may keep any portion of the funds of the
Trust Fund in a money market fund or in short-term obligations
of the United States Government or agencies thereof or in
other types of short-term investments, including commercial
paper (other than obligations of the Company or affiliates),
as it may from time to time deem to be in the best interests
of the Plan or Trust Fund; provided, however, that cash
balances (including any interim investment thereof) shall not
be maintained in the Company Common Stock Fund except to the
extent that such balances are in anticipation of cash
distributions from the Company Common Stock Fund or are
maintained so as not to disrupt directed purchases of the
Trustee required by the Plan.
8. Section 5.4 is amended to read in its entirety as follows:
5.4 Elections for Investment. At the time an Employee
commences membership
under the Plan, he shall also elect in writing to the
Committee to have his Salary Deferral Contributions, if any,
invested in one or more of the Investment Funds other than the
Company Common Stock Fund. During the month of March 1992, or
thereafter at the time an Employee commences membership under
the Plan, an Employee shall also elect to have his Company
Matching Contributions, if any, invested in one or more of the
Investment Funds. At the time an Employee contributes an
Eligible Rollover Distribution to the Plan, he shall elect in
writing to invest such contribution in one or more of
Investment Funds other than the Company Common Stock Fund. In
no event shall a Member be permitted to elect to have a
percentage other than a whole-number multiple of 10% (25%
prior to January 1, 1994) of such contributions invested in
any one fund. Prior to April 1, 1992, all Company Matching
Contributions were invested in the Company Common Stock Fund
and could not be transferred to other funds except as provided
in subsection 5.5(d).
9. Section 5.5 is amended to read in its entirety as follows:
5.5 Change of Elections For Investment. Transfers between
Funds. Each
Member may, by filing a revised written election with the
Committee, make the following changes in his investment
elections:
(a) He may, not more than once in any calendar quarter,
as of any Valuation Date, file a revised investment election
applicable to his Salary Deferral Contributions and Company
Matching Contributions to be made for the month following such
election and thereafter, subject to the limitations contained
in Section 5.4.
(b) He may, not more than once in any calendar quarter,
as of any Valuation Date, elect to reallocate any portion of
his account that is invested in the Investment Funds other
than the Company Common Stock Fund among the Investment Funds
other than the Company Common Stock Fund by specifying what
percentage of the value of his account (other than the portion
of his account invested in the Company Common Stock Fund)
immediately after the reallocation will be held in each such
fund selected by him, provided that all such percentages so
specified shall be in whole-number multiples of 10% (25% prior
to January 1, 1994).
(c) Effective April 1, 1992, he may, not more than once
in any calendar quarter, as of any Valuation Date, elect to
transfer any portion of his account that is invested in the
Company Common Stock Fund to the other Investment Funds by
specifying what percentage of the amount to be transferred
will be held in each such fund selected by him, provided that
all such percentages so specified shall be in whole-number
multiples of 10%.
(d) Notwithstanding the foregoing, a Member who
terminates Service at or after age 60, and who is not
reemployed shall be entitled to make only one change of
investment election thereafter, which election shall be
limited to transferring his entire account to a money market
fund or a fixed-income fund.
All transfers under these paragraphs (b), (c) and (d)
shall be made as of the Valuation Date of the month in which
the Member files a revised written investment election with
the Committee.
10. The last sentence of Section 6.4 is amended to read in its
entirety as follows: Such amounts shall be repaid and restored
to the Investment Funds in accordance with the Plan's terms
and the portion allocable to a Member's contributions shall be
allocated in accordance with his most recent investment
election.
11.Subsection 8.1(a) is amended to read in its entirety as
follows:
(a)At the time specified in Section 8.2 and with respect to
a Member who was a
participant in the Denton Plan prior to January 1, 1992,
subject to Section 8.11, the vested portion of a Member's
account balance shall be distributed to him or in the event of
his death, and subject to Section 8.4(a), to his beneficiary
in a lump sum, provided, however, that a Member whose Service
is terminated (i) by early retirement at or after the
attainment of age 60 and the completion of at least 10 years
of Service as provided under the Salant Corporation Retirement
Plan, or (ii) after attainment of age 65 whether or not the
Member is eligible for retirement under said Retirement Plan,
or (iii) by reason of his total and permanent physical or
mental Disability as defined in Section 6.2, may elect
distribution in a lump sum or in annual installments as nearly
equal as practicable over a period of years specified by the
Member not to exceed twenty years. All lump sum distributions
made on account of termination of Service shall be in cash
except for distributions from the Company Common Stock Fund,
which shall be in Common Stock, with cash in lieu of
fractional shares, unless the Member requests in writing by
reasonable notice prior to such distribution that such
distribution shall be made solely in cash. A Member who elects
installment distributions must waive his right to receive a
distribution in Common Stock
Date: ____________________, 1995 SALANT CORPORATION
Attest: By: _____________________________
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