Exhibit 10.4
SECOND AMENDMENT TO
THE C&D TECHNOLOGIES, INC. PENSION
PLAN FOR SALARIED EMPLOYEES
THIS SECOND AMENDMENT is made on this 25th of September 2002, by C&D
Technologies, Inc., a corporation duly organized and existing under the laws of
the State of Pennsylvania (hereinafter called the "Company").
INTRODUCTION
WHEREAS, the Company maintains the C&D Technologies, Inc. Pension Plan for
Salaried Employees (the "Salaried Plan").
WHEREAS, the Company wishes to amend the Plan to reflect the merger,
effective December 31, 2002, with the Pension Plan for Hourly Employees of C&D
Technologies, Inc. Represented by the Bakery, Confectionery, Tobacco Workers and
Grain Millers International Union Local No. 367G (the "Conshohocken Plan").
WHEREAS, the Company wishes to change the criteria which was adopted
effective January 1, 2002 for excluding certain Salaried Plan participants from
future benefit accruals under the Salaried Plan.
WHEREAS, the Company wishes to amend the Plan in good faith to reflect the
provisions of The Economic Growth and Tax Relief Reconciliation Act of 2001.
AMENDMENT
NOW, THEREFORE, effective January 1, 2002, the Company hereby amends the
Plan as follows:
1. By deleting Section 1.13 in its entirety and by substituting therefor the
following:
"1.13 Average Final Creditable Compensation
The highest average monthly Creditable Compensation paid to a Member
during any sixty (60) consecutive calendar months of Eligibility
Service within the one hundred twenty (120) calendar months of
Eligibility Service immediately preceding the date of termination of
employment, or during all the months of Eligibility Service if less
than one hundred twenty (120) months. Effective after December 31,
2001, for a Member who has not attained age 65 and who either (a) has
less than five (5) years of Eligibility Service and whose age and
years of Eligibility Service total less than sixty (60) or (b) has
less than ten (10) years of Eligibility Service and whose years of
Eligibility Service and age total less than fifty-seven (57), the
Member's date of termination is deemed to be December 31, 2001 for
purposes of calculating the highest average monthly Creditable
Compensation."
2. By adding the following new Section 1.16A:
"1.16A Conshohocken Plan
`Conshohocken Plan' shall refer to the Pension Plan for Hourly
Employees of C&D Technologies, Inc. Represented by the Bakery,
Confectionery, Tobacco Workers and Grain Millers International Union
Local No. 367G, which shall be merged into the Plan effective as of
December 31, 2002."
3. By deleting the second full paragraph in Section 1.18 in its entirety and by
substituting therefor the following:
"For years on and after January 1, 1994, the annual Credible
Compensation limit shall be $150,000 adjusted as prescribed in Code
Section 401(a)(17). Effective on and after January 1, 2002, the annual
Credible Compensation limit shall be $200,000 as adjusted for
cost-of-living increases in accordance with Code Section 401(a)(17).
Limitations on Credible Compensation shall be known as Compensation
Limitations. If the Plan determines compensation on a period of time
that contains fewer than twelve (12) calendar months, then the annual
Compensation Limitation is an amount equal to the annual Compensation
Limitation for the calendar year in which the compensation period
begins multiplied by the ratio obtained by dividing the number of full
months in the period by twelve (12)."
4. By deleting Section 1.19(c) in its entirety and by substituting therefor the
following:
"(c) Notwithstanding the foregoing, as of December 31, 2001, a Member
(1) who has not attained the age of 65, and (2) who either (i) has
less than five (5) years of Eligibility Service or whose age and years
of Eligibility Service total less than sixty (60) or (ii) has less
than ten (10) years of Eligibility Service or whose years of
Eligibility Service and age total less than fifty-seven (57), shall
not receive Credited Service for any period of employment after
December 31, 2001."
5. By adding the following Section 1.29A:
"1.29A Former Conshohocken Member
`Former Conshohocken Member' shall mean former members of the
Conshohocken Plan who are entitled to a retirement benefit under
the Plan."
6. By deleting Section 1.45 in its entirety and by substituting therefor the
following:
"Each Member or Former Conshohocken Member who is receiving retirement
benefit payments under the Plan or each Member or Former Conshohocken
Member who has retired on an Early Retirement Date, but whose
retirement benefit payments have not commenced, and each Vested Member
upon the date payment of vested benefits commences. Retired Member
shall also include, for purposes of Articles IX, X and XI, employees
of C&D Batteries who severed employment from C&D Batteries prior to
the Effective Date as Retired Members of the Prior Plan and who are
not eligible for membership pursuant to Plan Section 2.1 below."
7. By deleting Section 1.52 in its entirety and by substituting therefor the
following:
"A Member or Former Conshohocken Member who has terminated employment
with a vested right in accordance with Article VII and who has not
become a Retired Member. Vested Member shall also include, for
purposes of Articles IX, X and XI, employees of C&D Batteries who
severed employment from C&D Batteries prior to the Effective Date as
Vested Members of the Prior Plan and who are not eligible for
membership pursuant to Plan Section 2.1 below."
8. By deleting the last paragraph in Section 2.2(c) in its entirety and by
substituting therefor the following:
"Moreover, in determining the benefit given pursuant to this
Subsection (c), as of December 31, 2001, a Member (i) who has not
attained the age of 65, and (ii) who either (I) has less than five (5)
years of Eligibility Service, or whose years of Eligibility Service
and age total less than sixty (60) or (II) has less than ten (10)
years of Eligibility Service, or whose years of Eligibility Service
and age total less than fifty-seven (57), shall not receive Credited
Service for any period of employment after December 31, 2001 and for
purposes of determining the ratio in Paragraph (1) above, Eligibility
Service shall not include periods of employment after December 31,
2001."
9. By deleting Section 2.7 in its entirety and by substituting therefor the
following:
"2.7 Special Provision for Certain Employees
As of December 31, 2001, a Member (1) who has not attained the age of
65, and (2) who either (i) has less than five (5) years of Eligibility
Service, or whose years of Eligibility Service and age total less than
sixty (60) or (ii) who has less than ten (10) years of Eligibility
Service, or whose years of Eligibility Service and age total less than
fifty-seven (57), shall not receive Credited Service for any period of
employment after December 31, 2001, but such Member will continue to
earn Eligibility Service for purposes of vesting. Moreover, such
Member's deemed termination date for purposes of calculating his
Average Final Creditable Compensation pursuant to Plan Section 1.13
shall be December 31, 2001."
10. By deleting Section 4.7(f) in its entirety and by substituting therefor the
following:
"(f) With respect to determining the amount of the minimum required
distributions under the Plan made in the 2002 calendar year, the Plan
will apply the minimum distribution requirements of Code Section
401(a)(9) in accordance with the regulations under Code Section
401(a)(9) that were proposed in January 2001, notwithstanding any
provision of the Plan to the contrary. With respect to distributions
under the Plan made in calendar years beginning on or after January 1,
2003, the Plan will apply the minimum distribution requirements of
Code Section 401(a)(9) in accordance with the final and proposed
regulations under Code Section 401(a)(9) that were issued in April,
2002 ("2002 Regulations"), notwithstanding anything in the Plan to the
contrary. The use of the proposed portion of the 2002 Regulations
shall continue in effect until the end of the last calendar year
beginning before the effective date of final regulations under Code
Section 401(a)(9) that supersede such proposed regulations or such
other date as may be specified in guidance published by the Internal
Revenue Service."
11. By substituting "$160,000" for "$90,000" wherever the same is found in
Section 5.4.
12. By adding the following to the end of Section 6.11(b):
"For purposes of the direct rollover provisions in this Section 6.11,
a portion of a distribution shall not fail to be an eligible rollover
distribution merely because the portion consists of after-tax employee
contributions which are not includible in gross income. However, such
portion may be paid only to an individual retirement account or
annuity described in section 408(a) or (b) of the Code, or to a
qualified defined contribution plan described in section 401(a) or
403(b) of the Code that agrees to separately account for amounts so
transferred, including separately account for the portion of such
distribution which is includible in gross income and the portion of
such distribution which is not so includible."
13. By adding the following to the end of Section 6.11(c):
"For purposes of the direct rollover provisions in this Section 6.11,
an eligible retirement plan shall also mean an annuity contract
described in 403(b) of the Code and an eligible plan under section
457(b) of the Code which is maintained by a state, political
subdivision of a state, or any agency or instrumentality of a state or
political subdivision of a state and which agrees to separately
account for amounts transferred into such plan from this plan. The
definition of eligible retirement plan shall also apply in the case of
a distribution to a surviving spouse, or to a spouse or former spouse
who is the alternate payee under a qualified domestic relation order,
as defined in section 414(p) of the Code."
14. By amending Section 6 of Appendix A to the Plan by adding to the end thereof
the following:
"Effective for distributions with annuity starting dates on or after
December 31, 2002, notwithstanding any other plan provisions to the
contrary, the applicable mortality table used for purposes of
adjusting any benefit or limitation under Section 5.4 of the Plan and
the applicable mortality table used for purposes of satisfying the
requirements of Code Section 417(e) as set forth in this Section is
the table prescribed in Rev. Rul. 2001-62
15. By adding the following new Appendix C:
"APPENDIX C
FOR FORMER CONSHOHOCKEN EMPLOYEES OF C&D TECHNOLOGIES, INC.
REPRESENTED BY THE BAKERY, CONFECTIONERY, TOBACCO
WORKERS AND GRAIN MILLERS INTERNATIONAL UNION LOCAL 367G
1. Application
Effective December 31, 2002, the Conshohocken Plan became merged into the
Plan. This Appendix C should be read in conjunction with the rest of the
Plan document and overrides any other provision that it contradicts.
2. Accrued Benefit
The Accrued Benefit of each Former Conshohocken Member shall be equal to
such Former Conshohocken Member's accrued benefit under the terms of the
Conshohocken Plan immediately prior to its merger into the Plan.
3. Normal Retirement Benefit
On the Former Conshohocken Member's Normal Retirement Date, a Former
Conshohocken Member shall be entitled to a retirement benefit payable
monthly and equal to his Accrued Benefit.
4. Early Retirement Date
A Former Conshohocken Member who has completed five (5) years of Credited
Service may retire on the first day of any month subsequent to the Former
Conshohocken Member's 60th birthday and prior to the Former Conshohocken
Member's 65th birthday, such date being known as the Former Conshohocken
Member's Early Retirement Date.
5. Early Retirement Benefit
A Former Conshohocken Member who elects an Early Retirement Date shall be
entitled to receive a retirement benefit, payable monthly in the normal
form of payment described under Article VI, commencing on the date elected
by the Former Conshohocken Member in an amount determined by reducing the
Former Conshohocken Member's Accrued Benefit by six-tenths of one percent
(6/10 of 1%) for each complete calendar month by which the Annuity Starting
Date precedes the Former Conshohocken Member's Normal Retirement Date.
6. Disability Retirement Benefit
A Former Conshohocken Member who is eligible for a Disability Retirement
Benefit (as determined under the provisions of the Conshohocken Plan) shall
be entitled to receive a monthly retirement benefit during the continuance
of total and permanent Disability (as determined under the provisions of
the Conshohocken Plan) in an amount equal to the Former Conshohocken
Member's Accrued Benefit.
7. Vested Member Benefits
A Former Conshohocken Member who is a Vested Member shall be entitled to
receive a retirement benefit payable monthly in the normal form of payment
described in Plan Section 7.1, equal to the Former Conshohocken Member's
Accrued Benefit. Such benefit shall commence on the first day of the month
next following the attainment of age 65 or, at the request of the Former
Conshohocken Member, on the first day of any month after reaching his Early
Retirement Date and shall be in an amount determined by reducing the Former
Conshohocken Member's Accrued Benefit by six-tenths of one percent (6/10 of
1%) for each complete calendar month by which the Annuity Starting Date
precedes the date the Former Conshohocken Member's Normal Retirement Age.
8. Optional Forms of Benefits
In lieu of the Normal Form of Payment, a Former Conshohocken Member may
elect to receive the Actuarial Equivalent value of benefits as described
below subject to the spousal consent provisions of Plan Section 6.3.
Notwithstanding the foregoing, only option (c) shall be available to Former
Conshohocken Members who are Vested Members. Besides those listed below,
there are no optional forms of benefits allowed for Former Conshohocken
Members.
The election of an optional form of retirement benefit shall be in writing
on a form approved by the Plan Administrator and, if in accordance with the
conditions set forth in Plan Section 6.5, shall become effective on the
Annuity Starting Date.
(a) Joint and Survivor Option
A Former Conshohocken Member may elect to receive a reduced retirement
benefit during his or her lifetime, with the provision that either
seventy-five percent (75%) or one hundred percent (100%) of such
reduced Pension shall continue to be paid to the Former Conshohocken
Member's Spouse following the Former Conshohocken Member's death after
benefits have commenced. If a Former Conshohocken Member elects a
joint and survivor annuity option and the Former Conshohocken Member's
Spouse dies before a Annuity Starting Date, the retirement benefit
shall be entitled to a subsequent election in accordance with this
Article.
(b) Life Annuity with One Hundred Twenty (120) Monthly Payments
Guaranteed Option
Under the life annuity with one hundred twenty (120) monthly payments
guaranteed option, a Former Conshohocken Member may elect to receive a
reduced Pension payable during the Former Conshohocken Member's
lifetime; provided, however that subsequent to the commencement of
benefit payments to the Former Conshohocken Member, not less than one
hundred twenty (120) monthly payments of such reduced Pension shall be
made to the Former Conshohocken Member and, after the Former
Conshohocken Member's death, to the Beneficiary named by the Former
Conshohocken Member. A Former Conshohocken Member may, at any time,
name one (1) or more contingent Beneficiaries to receive the benefits
under this option in the event of the death of the primary
Beneficiary.
(c) Special Lump Sum Provision
This provision shall apply to any Former Conshohocken Member entitled
to receive a retirement benefit on an Annuity Starting Date under the
terms of the Plan other than a Former Conshohocken Member who retires
on a Disability Retirement Date.
(i) If on an Annuity Starting Date, the Actuarial Equivalent
value of a Former Conshohocken Member's retirement benefit is
less than $10,000, the Former Conshohocken Member may elect to
receive the value of the retirement benefit in one lump sum
payment equal to the Actuarial Equivalent value of the Former
Conshohocken Member's Accrued Benefit.
(ii) The election of the special lump sum provision, if
applicable shall be made available with respect to any Annuity
Starting Date including, for purposes of this Subsection (c)
only, the first of any month following the date a Former
Conshohocken Member terminates employment with as a Vested
Member. In the event the special lump sum provision becomes
available on an Annuity Starting Date which precedes a Normal
Retirement Date, or if applicable an Early Retirement Date, then
the Normal Form of Payment and Qualified Joint and Survivor
Annuity shall be made applicable at the same time as the special
lump sum provision depending on the Former Conshohocken Member's
marital status on the Annuity Starting Date.
To the extent that the Accrued Benefit shall become applicable to this
Subsection (c) prior to the Early Retirement Date eligibility, then
such Accrued Benefit shall be reduced by the Actuarial Equivalent
value for early commencement and form of payment as provided above.
9. Actuarial Factors
These actuarial factors shall apply except where an alternative provision
is specified in this Appendix C.
(a) Qualified Joint and Survivor Pension
The pension of a Former Conshohocken Member receiving a Qualified Joint and
Survivor Annuity in accordance with Plan Section 6.3 shall be reduced
eleven percent (11%), plus an additional reduction of one-quarter percent
(0.250%) for each full year in excess of three by which the Former
Conshohocken Member's birthdate precedes the spouse's birthdate, to a
maximum total reduction (after twenty (20) such excess years) of sixteen
percent (16%); or minus one-quarter percent (0.250%) for each full year in
excess of three by which the spouse's birthdate precedes the Former
Conshohocken Member's birthdate, to a minimum net reduction (after ten (10)
such excess years) of eight-and one-half percent (8.5%).
(b) Other Joint and Survivor Pensions
The pension of a Former Conshohocken Member electing a joint and one
hundred percent (100%) survivor option and joint and seventy-five (75%)
survivor option shall be reduced nineteen (19%) or fifteen percent (15%),
respectively, plus an additional reduction of one-half percent (0.500%) or
three-and-three-quarters percent (0.375%), respectively, for each full year
in excess of three by which the Former Conshohocken Member's birthdate
precedes the spouse's birthdate, to a maximum total reduction (after twenty
(20) such excess years) of twenty-nine percent (29%) or twenty-two and
one-half percent (22.5%), respectively; or minus one-half percent (0.500%)
or three-and-three-quarters percent (0.375%), respectively, for each full
year in excess of three by which the spouse's birthdate precedes the Former
Conshohocken Member's birthdate, to a minimum net reduction (after ten (10)
such excess years) of fourteen percent (14%) or eleven-and-one-quarter
percent (11.25%) respectively.
(c) Life Annuity with 120 Monthly Payments Guaranteed Option
The pension of a Former Conshohocken Member electing a life annuity with
one hundred twenty (120) monthly payments guaranteed option shall be
reduced seven-and-one-half percent (7.5%).
(d) Reduction for Forms of Payment provided prior to Early Retirement Date.
The Former Conshohocken Member elects a form of payment commencing, prior
to an Early Retirement Date in a form other than a lump sum, then
notwithstanding any other provision of the Plan, the Pension payable shall
be reduced as follows:
(i) The Accrued Benefit so payable shall be reduced for early commencement
in accordance with the following:
Nearest Age at Benefit at age 65
Date of Payment multiplied by
20 0.035
21 0.037
22 0.039
23 0.042
24 0.044
25 0.047
26 0.050
27 0.054
28 0.057
29 0.061
30 0.065
31 0.069
32 0.074
33 0.079
34 0.085
35 0.090
36 0.097
37 0.103
38 0.111
39 0.119
40 0.127
41 0.136
42 0.146
43 0.157
44 0.169
45 0.182
46 0.196
47 0.211
48 0.228
49 0.246
50 0.266
51 0.288
52 0.312
53 0.338
54 0.368
55 0.400
(ii) In the event the Former Conshohocken Member elects a Qualified Joint
and Survivor Annuity, the benefit shall be adjusted for the form of payment
as provided below:
Nearest Age of Former
Conshohocken Member Life Annuity
at Date of Payment Reduced by
Less than 25 2% minus .07% for each year in
excess of 3 that the Former
Conshohocken Member is younger than
spouse to a minimum of 1.30% (after 10
such excess years).
25 to 34 3% plus .10% for each year in
excess of 3 that the Former
Conshohocken Member is older than
spouse to a maximum of 3.5% (after 5
such excess years), and minus
.10% for each year in excess of 3
that the Former Conshohocken Member
is younger than spouse to a minimum
of 2.0% (after 10 such excess years).
35 to 44 5 % plus .16% for each year in
excess of 3 that the Former
Conshohocken Member is; older than
spouse to a maximum of 7.4% (after
15 such excess years), and
minus .16% for each year in
excess of 3 that the Former
Conshohocken Member is younger than
spouse to a minimum of 3.4% (after 10
such excess years).
45 to 54 7% plus .27% for each year in
excess of 3 that the Former
Conshohocken Member is older than
spouse to a maximum of 12.4% (after
20 such excess years), and minus
.27% for each year in excess of 3
that the Former Conshohocken
Member is younger than spouse to a
minimum of 4.3% (after 10 such
excess years)."
IN WITNESS WHEREOF, the Company has executed this Second Amendment as of
the day and year first above written.
COMPANY:
C&D TECHNOLOGIES, INC.
By:/s/ Kevin D. Burgess
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Title: VP Humam Resources
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