EXHIBIT 10.8
AMENDMENT NO. 3
to the
R. G. BARRY CORPORATION
SUPPLEMENTAL RETIREMENT PLAN
(Effective as of March 31, 2004)
WHEREAS, R. G. Barry Corporation ("Company") adopted the R. G. Barry Corporation
Supplemental Retirement Plan ("Plan") effective January 1, 1978;
WHEREAS, the Company subsequently amended the Plan, most recently effective
January 1, 2000; WHEREAS, the Company wants to amend the Plan again;
WHEREAS, Section 5.06 of the Plan provides that the Company's Board of Directors
may amend and terminate the Plan at any time;
NOW, THEREFORE, in accordance with Section 5.06 of the Plan, the Plan is amended
as follows:
1. The Plan's Preamble is amended by the addition of the following new
paragraph:
Effective March 31, 2004 ("Freeze Date"), the Plan is frozen.
On and after the Freeze Date, (a) no individual may become a
Participant, (b) no additional benefits will accrue and (c) benefits
will begin to be distributed no earlier than the date a Participant
terminates employment with the Sponsor and all Affiliates. Benefits
accrued before the Freeze Date will be calculated as otherwise provided
in the Plan as modified by this Amendment No. 3.
2. Section 1.01, ACCRUED RETIREMENT PENSION, is amended to read, in its
entirety, as follows:
1.01 ACCRUED RETIREMENT PENSION
The pension each Participant had accrued as of the Freeze Date
under the terms of the Plan as in effect immediately before the Freeze
Date, as modified by this Amendment No. 3.
3. Section 2.01, ELIGIBILITY, is amended to read, in its entirety, as
follows:
2.01 ELIGIBILITY
No individual may become a Plan Participant on and after the
Freeze Date.
4. Section 2.02, COMMENCEMENT OF PARTICIPATION, is amended to read, in its
entirety, as follows:
2.02 COMMENCEMENT OF PARTICIPATION
No individual may become a Plan Participant on and after the
Freeze Date.
5. Section 3.03, LATE RETIREMENT, is amended to read, in its entirety, as
follows:
3.03 LATE RETIREMENT
Each Participant who continues as an employee of an Employer
beyond the date he is eligible for a Normal Retirement Benefit under
Section 3.01 and completed at least five years of Vesting Service
before the Freeze date shall be entitled to receive a Late Retirement
Benefit as provided in Section 4.03. Such Late Retirement Benefit shall
commence on the Participant's actual retirement date regardless of the
date benefits commence under the Base Plan.
6. Section 4.01, NORMAL RETIREMENT BENEFIT, is amended to read, in its
entirety, as follows:
4.01 AMOUNT OF BENEFITS
(a) Each Participant shall upon retirement at his Normal
Retirement Age (determined as of the Freeze Date) be entitled to a
pension, payable monthly for his life, in the amount of (i) minus (ii)
minus (iii), where (i), (ii) and (iii) have the following meanings:
(i) 2-1/2% of his Final Average Compensation
determined on the Freeze Date, minus 2-1/12%
of his Primary Social Security Benefit
determined on his Normal Retirement Date, the
difference multiplied by his Salaried Benefit
Service determined on the Freeze Date up to a
maximum of 24 years;
(ii) the monthly pension payable on a life only
basis under the Base Plan; and
(iii) the monthly benefit payable on a life only
basis under the R.G. Barry Corporation
Restoration Plan.
(b) Notwithstanding any provision contained herein, each
Original Participant shall upon retirement at his Normal Retirement Age
be entitled to a pension, payable monthly for his life, in an amount
equal to the greater of (i) the benefit described in paragraph (a) of
this Section 4.01 and (ii) 60% of his Final Average Compensation
determined on the Freeze Date reduced by (A) the monthly pension
payable on a life only basis under the Base Plan; and (B) 50% of his
Primary Social Security Benefit determined at his Normal Retirement
Age. For purposes of making benefit calculations under this Section
4.01(b), "Compensation" shall have the meaning contained in Section
1.04 except that "Compensation" shall include cash bonuses.
7. Section 4.03, LATE RETIREMENT BENEFIT, is amended to read, in its
entirety, as follows:
4.03 LATE RETIREMENT BENEFIT
The monthly pension benefit payable to a Participant who
became eligible for a Late Retirement Benefit under Section 3.03 before
the Freeze Date shall be the benefit accrued on the day before the
Freeze Date under Section 4.03 as in effect immediately before the
Freeze Date. The monthly pension benefit payable to a Participant who
became eligible for a Late Retirement Benefit under Section 3.03 after
the Freeze Date shall be the monthly benefit calculated under Section
4.01, with no actuarial increase to reflect the later starting date
thereof or the value of payments not made to the Participant between
his Normal Retirement Age and actual retirement date.
IN WITNESS WHEREOF, R. G. Barry Corporation has caused this instrument to be
executed on this 20th day of February, 2004 by its duly authorized officer,
effective as provided above.
R. G. BARRY CORPORATION
By:/s/ Daniel D. Viren
---------------------------------
Senior Vice President - Finance,
Chief Financial Officer