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TWIN DISC, INCORPORATED
SUPPLEMENTAL RETIREMENT PLAN
(As Amended and Restated Effective July 28, 2005)
July 28, 2005
TWIN DISC, INCORPORATED
SUPPLEMENTAL RETIREMENT PLAN
(as amended and restated effective July 28, 2005)
PREAMBLE
Effective January 1, 1984, the Company adopted the Twin Disc, Incorporated
Supplemental Retirement Plan to ensure the payment of a competitive level of
retirement income in order to retain and motivate selected executives. The
Plan was amended effective January 1, 1985 for executives named to the Plan on
or after January 1, 1985. Effective as of January 1, 1998, the Plan was
amended and restated to, among other things, change the formula for calculating
the amount of benefits payable to executives who were participants in the Plan
as of December 31, 1997 but who had not yet terminated employment as of such
date.
The rights and benefits, if any, of a Participant who terminated employment
prior to January 1, 1998, shall be determined in accordance with the provisions
of the Plan as in effect on the date his employment terminated.
Effective July 28, 2005, the Committee amended and restated the Plan to comply
with section 409A of the Internal Revenue Code by eliminating elections among
distribution options and imposing a uniform method of distributing Plan
benefits for all Participants. All amounts deferred under the Plan as of
July 28, 2005, but not yet paid to Participants, whether or not earned and
vested (within the meaning of IRS Notice 2005-1) as of December 31, 2004,
shall be subject to the revised provisions of the Plan as stated herein.
Between December 31, 2004, and July 28, 2005, no Participant retired and no
Participant made an election to receive an optional form of distribution under
the Plan provisions as in effect prior to July 28, 2005.
SECTION I - DEFINITIONS
1.1 "Actuarial Equivalent" means equality in value of the aggregate amounts
expected to be received under different forms of payment, based on the 1983
Group Annuity Mortality Table (male table only), with interest at 8.0%.
1.2 "Average Annual Earnings" means the average compensation used in
benefit calculations, determined in accordance with the Schedule applicable to
such Participant.
1.3 "Basic Plan" means the Twin Disc, Incorporated Retirement Plan for
Salaried Employees (amended and restated effective January 1, 1997), as amended
from time to time.
1.4 "Basic Qualified Plan Benefit" means twelve times the amount defined in
Section 1.2 ("Accrued Benefit") of the Basic Plan.
1.5 "Committee" means the Compensation Committee of the Board of Directors
of the Company, which has been given complete and discretionary authority by
the Board of Directors to administer and interpret this Plan.
1.6 "Company" means Twin Disc, Incorporated.
1.7 "Disabled" means that a Participant ceases to be an Employee because he
is receiving monthly disability income benefits under the Company's long term
disability plan.
1.8 "Earnings" means total compensation used in the calculation of Average
Annual Earnings, which is determined in accordance with the Schedule applicable
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to such Participant.
1.9 "Employee" means any person in the employ of the Company.
1.10 "Participant" means an Employee of the Company designated as a
Participant by the Committee. An Employee shall become a Participant in the
Plan as of the date he is individually selected by, and specifically named in
the resolutions of, the Committee for inclusion in the Plan. A Participant
shall cease to be an active Participant in this Plan and he shall not be
entitled to receive benefits hereunder if he ceases to be an Employee of the
Company for any reason other than Early Retirement or disability as defined
in Section 3.4 prior to his sixty-fifth (65th) birthday.
1.11 "Plan" means the Company's Supplemental Retirement Plan as stated
herein.
1.12 "Plan Year" means the twelve (12) consecutive month period ending
June 30.
1.13 "Prior Plan" means the Twin Disc, Incorporated Supplemental Retirement
Plan in effect immediately prior to January 1, 1998.
1.14 "Retirement" means the termination of a Participant's employment with
the Company on one of the retirement dates specified in Section 2.1.
1.15 "Service" means the aggregate of all periods of employment of an
Employee by the Company, including full and partial years, calculated from his
date of employment. Service will include the period of time, if any, during
which a Participant received disability income benefits under the Company's
long term disability plan.
1.16 "Surviving Spouse" means an individual who is a surviving spouse of a
Participant as defined under the Basic Plan.
The masculine gender, where appearing in the Plan will be deemed to include the
feminine gender, and the singular may include the plural, unless the context
clearly indicates the contrary.
SECTION II - ELIGIBILITY FOR BENEFITS
2.1 Each Participant is eligible to retire and receive a benefit under this
Plan beginning on one of the following dates:
(a) "Normal Retirement Date," which is the first day of the month
coinciding with or next following a Participant's sixty-fifth (65th)
birthday with at least five (5) years of Service.
(b) "Early Retirement Date," which is the first day of any month
following the month in which the Participant reaches the age and Service
requirement set forth in the attached Schedule for each Participant.
(c) "Postponed Retirement Date," which is the first day of the month
following the Participant's Normal Retirement Date in which the Participant
terminates employment with the Company.
2.2 If a Participant should become Disabled, he shall be entitled to
receive retirement benefits after cessation of his disability income benefits,
as described in Section 3.4 of the Plan.
2.3 Anything herein to the contrary notwithstanding, if any Participant
(including a Participant that has terminated employment with the Company)
engages in competition with the Company (without prior authorization given by
the Committee in writing) or is discharged for cause, or performs acts of
willful malfeasance or gross negligence in a matter of material importance to
the Company, all rights to any benefits payable under this Plan thereafter
(whether payable to such Participant or such Participant's Surviving Spouse)
shall, at the discretion of the Committee, be forfeited and the Company will
have no further obligation hereunder to such Participant or Surviving Spouse.
SECTION III - AMOUNT AND FORM OF RETIREMENT BENEFIT
Amount of Benefit
3.1 The annual benefit payable at a Normal Retirement Date will equal the
amount determined in accordance with the Schedule applicable to such
Participant.
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3.2 The annual benefit payable at an Early Retirement Date will equal the
benefit determined in accordance with the Schedule applicable to such
Participant.
3.3 The annual benefit payable at a Postponed Retirement Date will be equal
to the benefit determined in accordance with Section 3.1 as of the
Participant's Postponed Retirement Date.
3.4 A Participant who becomes Disabled shall receive no benefits under this
Plan while he is entitled to receive disability income benefits under the
Company's long term disability plan. If payment of disability income ceases
before the Participant has attained either his Early Retirement Date or his
Normal Retirement Date and if he does not then return to active employment
with the Company he shall not be entitled to receive any benefits under the
Plan. If the Participant does not return to active employment but payment of
disability income ceases on or after the Participant has attained his Early
Retirement Date or Normal Retirement Date, he shall be entitled to retire on
an Early or Normal Retirement Date, as the case may be. In either case his
Retirement Benefit shall be calculated and paid as described in Section 3.1 or
3.2 of the Plan, whichever may be applicable, based on Average Annual Earnings
calculated at the time of his initial disablement and Service calculated
including the period of time he was receiving benefits under the Company's
long term disability plan plus the elimination period, if any.
Form of Benefit
3.5 The benefit determined under this Plan in accordance with Section 3.1,
3.2 or 3.3 is calculated in the form of a single life annuity, stated in terms
of benefits for the life of the Participant with no benefits payable to any
beneficiary.
Any benefits payable under this Plan will automatically be paid in a
Two Payment Deferred Lump Sum Form, under which two equal payments will be made
to the Participant (or his Surviving Spouse or named beneficiary if the
Participant dies prior to all of the payments being made), with the first
payment to be made on the February 1 following the calendar year of Retirement,
and the second payment to be made on February 1 of the following year. The two
payments shall be the Actuarial Equivalent of the annual benefit calculated
under the single life annuity form. Notwithstanding the foregoing:
(a) If each of the two lump sum payments described herein would
otherwise exceed $500,000, each such payment shall be limited to $500,000,
with the unpaid balance following the second such payment increasing at 8%
per year beginning on the date of the second such payment, and additional
payments (also limited to $500,000 each) will be made on each subsequent
February 1 until the balance is paid; and
(b) If the commencement of benefits is based upon a Participant's
separation from service, and the Participant at the time of such
separation was a "key employee" as defined under section 409A of the
Internal Revenue Code, the first payment to or with respect to such
Participant shall be no earlier than the date that is six months after
the date of the Participant's separation from service (or, if earlier,
the date of death of the Participant).
Additional Basic Plan Benefit
3.6 Upon Retirement, a Participant who elects to receive any or all of
their monthly benefits from the Basic Plan immediately in the form of a Joint
and Survivor Annuity for Married Participant (Section 5.1(b) of the Basic Plan)
will receive an additional benefit from this Plan. This benefit is intended to
make-up for the reduction in monthly Basic Plan benefits due to Joint and
Survivor coverage and is equal to the difference, if any, between the monthly
Basic Plan benefit payable immediately in the single life form and the monthly
Basic Plan benefit payable immediately in the Joint and Survivor Annuity for
Married Participant form. In the event the Participant elects to receive all
or a part of the Basic Plan benefit as a single life annuity or as a lump sum,
the additional benefit calculated in this Section 3.7 will not be based on the
portion of the Basic Plan benefit that is paid in a form other than the Joint
and Survivor Annuity for Married Participant.
The benefit determined under this Section 3.7 is calculated in the form
of a single life temporary annuity, stated in terms of benefits for the shorter
of the life of the Participant or 120 monthly payments. The Actuarial
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Equivalent of such benefit shall be added to, and paid in the form of, the Two
Payment Deferred Lump Sum described in Section 3.5 above. The $500,000 limit
on any given payment described in Section 3.5 shall apply to the combined
benefit determined under Section 3.1, 3.2 or 3.3 and this Section 3.6.
No additional benefit under this Section 3.6 shall be paid if the
Participant does not elect to receive Basic Plan benefits commencing at the
same time as any other benefits payable under this Plan.
SECTION IV - PAYMENT OF RETIREMENT BENEFITS
4.1 No benefits are payable under this Plan if a Participant terminates
employment for any reason other than Retirement, disability or death.
SECTION V - DEATH BENEFITS PAYABLE
5.1 If a Participant should die after attaining either his Early Retirement
Date or his Normal Retirement Date and before Retirement, the Surviving Spouse
will receive, in the form of a lump sum, a benefit equal to the Participant's
benefit determined in accordance with Section III as if the Participant had
retired and commenced receiving a benefit on the first of the month following
the date of his death. If the lump sum is equal to or less than $500,000, the
lump sum will be paid in a single payment. In the event that the lump sum is
in excess of $500,000, then the first payment will be limited to $500,000, with
the unpaid balance increasing with interest at 8% per year, and additional
payments (also limited to no more than $500,000) made on each twelve month
anniversary of the first payment until the balance is paid. If the Surviving
Spouse dies after the first payment but prior to the time when the balance has
been fully discharged, a named beneficiary shall receive the subsequent
payment(s) at the same time and in the same amount as if the Surviving Spouse
was alive to receive the payments.
5.2 The initial payment under this Section V will be paid within 60 days
following the month in which the Participant dies. If additional payments are
required, each such payment will be made on the date which follows the prior
payment by twelve months.
5.3 If a Participant should die prior to attaining his Early Retirement
Date or his Normal Retirement Date, no benefits will be payable from this Plan.
If a Participant should die without a Surviving Spouse, no benefit under this
Section V is payable.
SECTION VI - MISCELLANEOUS
6.1 The Committee may, in its sole discretion, terminate, suspend or amend
this Plan at any time or from time to time, in whole or in part. However, no
amendment or suspension of the Plan will affect any of the following:
(a) a retired Participant's right or the right of such retired
Participant's Surviving Spouse to continue to receive a benefit in
accordance with the terms of the Plan as in effect on the date such
Participant commenced to receive a benefit under the Plan; and
(b) the right of any Participant not covered under Section 6.1(a) above
to receive benefits that have been earned (with the amount of earned
benefit determined in accordance with Section 3 based on Earnings and
Service as of the date of the amendment or suspension) payable on the
date they would have been paid if the Plan had not been amended or
suspended, all in accordance with the Plan in effect on the date of such
amendment or suspension.
In the event the Plan is terminated, any earned benefits (whether or
not in pay status) will be non-forfeitable. The Company shall pay the Actuarial
Equivalent of the annual benefit earned to date in the Two Payment Deferred
Lump Sum form described in Section 3.5, with the first such payment made on the
February 1 of the year following the later of the year that the Participant
separates from service or the year that the Participant reaches (or would have
reached) his or her Early Retirement Date. The terms and restrictions of
Section 3.5 shall apply to such payments, including the $500,000 maximum that
may be paid at any one time, and the six month delay for distributions to key
employees triggered by a separation from service.
6.2 Nothing contained herein will confer upon any Participant the right to
be retained in the service of the Company, nor will it interfere with the right
of the Company to discharge or otherwise deal with Participants without regard
to the existence of this Plan.
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6.3 This Plan is unfunded, and the Company will make Plan benefit payments
solely on a current disbursement basis from its general assets.
6.4 To the maximum extent permitted by law, no benefit under this Plan
shall be assignable or subject in any manner to alienation, sale, transfer,
claims of creditors, pledge, attachment or encumbrances of any kind.
6.5 The Committee, in its sole discretion, may adopt rules, regulations,
and interpretations to assist it in the administration of the Plan. The
Committee shall have complete and discretionary authority to determine
eligibility, the amount of benefits payable under the Plan, and to make other
interpretations, including factual determinations under the plan.
6.6 Each Participant shall receive a copy of this Plan, and the Committee
will make available for inspection by any Participant a copy of the rules and
regulations used by the Committee in administering the Plan. Notwithstanding
the immediately preceding sentence, to the extent any Participants are named
in Schedules to this Plan only those Participants shall receive a copy of such
Schedule.
6.7 This Plan is established under, and will be construed according to, the
laws of the State of Wisconsin, except to the extent preempted by ERISA or
other federal law.
6.8 Claims Procedure. The Committee shall notify the Participant or any
beneficiary ("Claimant") in writing, within 90 days of his written application
for benefits, of his eligibility or ineligibility for benefits under the Plan.
If the Committee determines that a claimant is not eligible for benefits or
full benefits, the notice shall set forth (a) the specific reasons for such
denial, (b) a specific reference to the provisions of the Plan on which the
denial is based, (c) a description of any additional information or material
necessary for the claimant to perfect his claim, and a description of why it is
needed, (d) an explanation of the Plan's claims review procedure and other
appropriate information as to the steps to be taken if the claimant wishes to
have the claim reviewed (including the applicable time limits, a statement that
the claimant is entitled to receive upon request, free of charge, access to and
copies of all documents and other information relevant to the claim, and a
statement regarding the claimant's right to bring a civil action if the
claimant's review is denied), and (e) in the case of claims based on
disability, copies of or the right to request free of charge any internal rule,
guideline or protocol that was relied upon in denying the claim . If the
Committee determines that there are special circumstances requiring additional
time to make a decision, the Committee shall notify the claimant of the special
circumstances and of the date by which a decision is expected to be made, and
may extend the time for up to an additional 90-day period.
If the Committee determines that a claimant is ineligible for benefits,
or if the claimant believes that he is entitled to greater or different
benefits, the claimant shall have the opportunity to have such claim reviewed
by the Committee by filing a petition for review with the Committee within 60
days after receipt of the notice issued by the Committee. Said petition shall
state the specific reasons why the claimant believes that he is entitled to
benefits, greater benefits, or different benefits. Within 60 days after
receipt by the Committee of said petition, the Committee shall afford the
claimant (and counsel, if any) an opportunity to present his position to the
committee orally or in writing, and the claimant (or counsel, if any) an
opportunity to present his position to the Committee orally or in writing, ad
the claimant (or counsel) shall have the right to review the pertinent
documents. Within the 60-day period, the Committee shall notify the claimant
of its decision in writing. The Committee's written notice to the claimant
shall set forth specifically the basis of the Committee's decision and the
specific provisions of the Plan on which the decision is based and shall be
written in a manner calculated to be understood by the claimant. If, because
of the need for a hearing, the 60-day period is not sufficient, the decision
may be deferred for up to another 60-day period at the election of the
Committee, but notice of this deferral shall be given to the claimant. In the
event of the death of a claimant, the same procedure shall be applicable to the
claimant's beneficiaries.
Special procedures apply if a claim is based upon an assertion that the
Participant is Disabled. If a claim of disability is wholly or partially
denied, the Committee must furnish the claimant with a written notice of this
denial no later than 45 days after the receipt of the claim. However, the
Committee may request up to two extensions of up to 30 days each to process the
claim by providing notice of the extension within the original 45 day period or
within the initial 30 day extension period (whichever applies). Each notice
must state the special circumstances requiring the extension of time, the
standards on which entitlement to benefits based on disability are based, and
the date by which the Committee expects to render a decision on the claim.
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If additional information is needed to process the claim, the claimant will be
given at least 45 days to provide such information.
If a claim for benefits based on disability is denied, and the claimant
wishes to submit the claim for a hearing and review, the claimant must file the
claim for review no later than 180 days after receiving written notification of
the denial of his claim for benefits. The claimant may submit written
documents and other information relating to the claim. The review will be
conducted by an appropriate named fiduciary of the Plan who is neither the
person who denied the initial claim nor a subordinate of that person, and no
deference will be given to the initial decision of the claim. If the claim is
based on a medical judgment, the person conducting the review will consult with
an appropriate health care professional (but not the same professional who was
consulted in connection with the original denial of the claim, or his or her
subordinate), and will, upon the request of the claimant, provide the claimant
with the names of all medical or vocational experts whose advice was obtained
in connection with the original denial of the claim. A hearing on the claim
will be conducted within 45 days. At the hearing, or prior to the hearing upon
5 business days' written notice to the Committee, the claimant may review all
pertinent documents relating to the denial of the claim. If the review of the
claim is denied, the claimant will be provided with written notice of this
denial within 45 days after the Committee's receipt of the written claim for
review. There may be times when this 45 day period may be extended. This
extension may only be made, however, where there are special circumstances that
are communicated to the claimant in writing within the 45 day period. If the
decision on review is not furnished to the claimant within the time limitations
described above, the claim shall be deemed denied on review.
If the review of a claim is denied, the Committee will provide the
claimant with a notice containing the specific reasons for the denial, a
reference to the Plan provisions on which the denial is based, a statement that
the claimant is entitled to receive upon request, free of charge, access to and
copies of all documents and other information relevant to the claim, a
statement of the claimant's right to bring a civil action under federal law,
and, in the case of claims based on disability, copies of or the right to
request free of charge any internal rule, guideline or protocol that was relied
upon in denying the claim.
No person or entity claiming Plan benefits may bring legal action
against the Committee or its members, the Company, any affiliate of the
Company, the Board of Directors of the Company or its members, or any employee
of the Company based upon the Plan before exhausting the claim and appeal
procedures set forth in the preceding paragraphs of this Section 6.8. No
person or entity claiming benefits under the Plan may commence legal action
with respect to the Plan more than 120 days after receiving notice of the
Committee's final decision on the claim appeal of such person or entity.
TWIN DISC, INCORPORATED SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED JULY 28, 2005
Schedule for Michael Batten
Eligibility: This Schedule covers retirement benefits for Michael Batten.
1.2 Average Annual Earnings: The average of a Participant's Earnings for
the five consecutive calendar years in which the Participant's Earnings were
the highest during the last fifteen calendar years prior to a Participant's
Retirement.
1.8 Earnings: Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1 The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age 55 and completes ten (10) years of
Service.
Amount of Benefit:
3.1 The annual retirement benefit payable at a Normal Retirement Date will
equal (a) less (b), where:
(a) 2.0% times Service (such Service not to exceed 25 years) times
Average Annual Earnings
(b) Basic Qualified Plan Benefit
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3.2 The annual benefit payable at the Early Retirement Date will equal the
benefit determined in Section 3.1 (based on Service and Average Annual Earnings
at date of termination), with the result reduced by 0.55% per month that the
Early Retirement Date precedes the Participant's Normal Retirement Date.
TWIN DISC, INCORPORATED SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED JULY 28, 2005
Schedule for Michael Joyce
Eligibility: This Schedule covers retirement benefits for Michael Joyce.
1.2 Average Annual Earnings: The average of a Participant's Earnings for
the five consecutive calendar years in which the Participant's Earnings were
the highest during the last fifteen calendar years prior to a Participant's
Retirement.
1.8 Earnings: Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1 The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age 60 and completes ten (10) years of
Service.
Amount of Benefit:
3.1 The annual retirement benefit payable at a Normal Retirement Date will
equal (a) less (b), where:
(a) the greater of (i) 2.0% times Service (such Service not to exceed 25
years) times Average Annual Earnings and (ii) 40% times Average Annual
Earnings
(b)Basic Qualified Plan Benefit
3.2 The annual benefit payable at the Early Retirement Date will equal the
benefit determined in Section 3.1 (based on Service and Average Annual Earnings
at date of termination). If the Participant has attained age 62, the annual
benefit payable is unreduced. If the Participant has not yet attained age 62,
the result is reduced by 0.55% per month that the Early Retirement Date
precedes the Participant's Normal Retirement Date.
In addition, a letter agreement dated December 18, 1990, provides other
minimum benefits to Mr. Joyce if he is involuntarily terminated prior to
attaining his Early Retirement Date under this Plan. In the event Mr. Joyce
continues in employment with the Company to at least age 60, the benefits he
will receive from this Plan will never be less than the minimum benefit
described in the following sentences. The minimum benefit, calculated as
payable at age 65 for the lesser of ten years or the life of the participant,
is equal to 60% of the average of the Participant's regular base salary for the
five consecutive calendar years in which the Participant's salary was the
highest during the last ten calendar years prior to attainment of age 60 less
the Basic Qualified Plan Benefit earned at age 60. In the event Mr. Joyce
retires prior to age 65, this minimum benefit shall be reduced by 0.55% for
each month that his age at Retirement was less than 65. In the event that any
benefit is paid or payable under the letter agreement dated December 18, 1990,
no benefits will be payable to Mr. Joyce under this Plan.
TWIN DISC, INCORPORATED SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED JULY 28, 2005
Schedule for Fred H. Timm , Jr.
Eligibility: This Schedule covers retirement benefits for Fred H. Timm , Jr.
effective for his retirement on or after January 1, 1998.
1.2 Average Annual Earnings: The average of a Participant's Earnings for
the five consecutive calendar years in which the Participant's Earnings were
the highest during the last fifteen calendar years prior to a Participant's
Retirement.
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1.8 Earnings: Regular base salary from the Company. Earnings are limited
to an annual compensation limit of $200,000, as adjusted by the Internal
Revenue Commissioner for increases in the cost of living in accordance with
Code Section 401(a)(17)(B).
2.1 The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age 60 and completes ten (10) years of
Service.
Amount of Benefit:
3.1 The annual retirement benefit payable at a Normal Retirement Date will
equal (a) plus (b) minus (c), where:
(a) equals $26,493, (which amount shown is payable in the Ten-Year
Temporary Form) reduced to reflect the conversion of the form of benefit
from the Ten-Year Temporary Form to the Single Life Annuity Form using
the Actuarial Equivalent factors
(b) equals the Prior Plan Qualified Benefit Emulator
(c) equals the Basic Qualified Plan Benefit.
(d) Definitions
(i) the Prior Plan Qualified Benefit Emulator is equal to the
amount determined by the following formula:
[a plus b minus c] times d divided by e, where
a. is 2.08% of Average Annual Earnings times Projected Service
(where Projected Service is limited to 25 years)
b. is 0.52% of Average Annual Earnings times Projected Service
in excess of 25 years
c. is 0.26% of the Covered Compensation times Projected Service
(where Projected Service is not in excess of 35 years).
d. is Service as defined in Section 1.15 of the Plan
e. is Projected Service as defined below.
(ii) Projected Service is the total Service a Participant would
have if his employment with the Company continued until his Normal
Retirement Date.
(iii) Covered Compensation is the average (without indexing) of the
Social Security Taxable Wage Bases for each calendar year during
the 35-year period ending with the last day of the calendar year in
which the Participant attains (or will attain) Social Security
Retirement Age. In determining a Participant's Covered
Compensation for a calendar year, the Social Security Taxable Wage
Bases for any calendar year shall be the Social Security Wage Bases
in effect as of the beginning the calendar year for which the
calculation is being made. A Participant's Covered Compensation
for a calendar year beginning after the 35-year period described
above shall be the Covered Compensation for the calendar year
during which the Participant attained his Social Security
Retirement Age. A Participant's Covered Compensation shall be
automatically adjusted for each calendar year.
(iv) Social Security Retirement Age is age 65 if a Participant's
year of birth is before 1938, age 66 if a Participant's year of
birth is after 1937 but before 1955, and age 67 if a Participant's
year of birth is after 1954.
(v) Social Security Taxable Wage Base is the amount of wages from
which Social Security Taxes are required to be withheld in
accordance with Section 230 of the Social Security Act (42 U. S. C.
Section 430).
3.2 The annual benefit payable at the Early Retirement Date will equal the
benefit determined in Section 3.1 (based on Service and Average Annual Earnings
at date of termination), with the result reduced by 0.55% per month that the
Early Retirement Date precedes the Participant's Normal Retirement Date.
TWIN DISC, INCORPORATED, SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED EFFECTIVE JULY 28, 2005
Schedule for James E. Feiertag
Eligibility: This Schedule covers retirement benefits for James E. Feiertag.
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1.8 Earnings. Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1(b) The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age sixty (60) and completes ten (10)
years of Service.
Amounts of Benefit
3.1 The annual retirement benefit payable at Normal Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
3.2 The annual retirement benefit payable at an Early Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
TWIN DISC, INCORPORATED, SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED EFFECTIVE JULY 28, 2005
Schedule for Christopher J. Eperjesy
Eligibility: This Schedule covers retirement benefits for
Christopher J. Eperjesy
1.8 Earnings. Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1(b) The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age sixty (60) and completes ten (10)
years of Service.
Amounts of Benefit
3.1 The annual retirement benefit payable at Normal Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
3.2 The annual retirement benefit payable at an Early Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
TWIN DISC, INCORPORATED, SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED EFFECTIVE JULY 28, 2005
Schedule for John H. Batten
Eligibility: This Schedule covers retirement benefits for John H. Batten
1.8 Earnings. Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1(b) The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age sixty (60) and completes ten (10)
years of Service.
10
Amounts of Benefit
3.1 The annual retirement benefit payable at Normal Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
3.2 The annual retirement benefit payable at an Early Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
TWIN DISC, INCORPORATED, SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED EFFECTIVE JULY 28, 2005
Schedule for Denise L. Wilcox
Eligibility: This Schedule covers retirement benefits for Denise L. Wilcox
1.8 Earnings. Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1(b) The "Early Retirement Date" is the first day of any month following
the month in which the Participant attains age sixty (60) and completes ten
(10) years of Service.
Amounts of Benefit
3.1 The annual retirement benefit payable at Normal Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
3.2 The annual retirement benefit payable at an Early Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
TWIN DISC, INCORPORATED, SUPPLEMENTAL RETIREMENT PLAN
AS AMENDED AND RESTATED EFFECTIVE JULY 28, 2005
Schedule for Dean J. Bratel
Eligibility: This Schedule covers retirement benefits for Dean J. Bratel
1.8 Earnings. Regular base salary from the Company plus the annual
incentive bonus paid in any calendar year.
2.1(b) The "Early Retirement Date" is the first day of any month following the
month in which the Participant attains age sixty (60) and completes ten (10)
years of Service.
Amounts of Benefit
3.1 The annual retirement benefit payable at Normal Retirement Date will
equal (a) less (b), where:
11
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit
3.2 The annual retirement benefit payable at an Early Retirement Date will
equal (a) less (b), where:
(a) Basic Qualified Plan Benefit determined without regard to the IRC
Section 401(a)(17) earnings limits defined in Section 1.12 of the Basic
Plan.
(b) Basic Qualified Plan Benefit