Exhibit 10.7
Sixth Amendment to the NBT Bancorp Inc. 401(k) and Employee Stock Ownership Plan
effective January 1, 2002
SIXTH AMENDMENT
TO
NBT BANCORP INC. 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN
WHEREAS, NBT BANCORP INC. (the "Employer") sponsors and maintains the NBT
BANCORP INC. 401(K) AND EMPLOYEE STOCK OWNERSHIP PLAN (the "Plan") for the
benefit of certain of its employees; and
WHEREAS, Section 11.1 of the Plan authorizes the Employer to amend the
Plan; and
WHEREAS, the Employer desires to amend the Plan to reflect certain
statutory and regulatory changes to the minimum distribution requirements. In
all other respects, the Plan shall remain unchanged by this Amendment. Except as
otherwise provided, this amendment shall be effective as of the first day of the
first plan years beginning after December 31, 2001.
NOW THEREFORE, the Plan is amended as follows:
ARTICLE I
GENERAL RULES
1.1 Effective Date. The provisions of this Amendment will apply for
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purposes of determining required minimum distributions for calendar years
beginning with the 2002 calendar year.1.2 Precedence. The requirements of
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this Amendment will take precedence over any inconsistent provisions of the
Plan.
1.3 Requirements of Treasury Regulations Incorporated. All distributions
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required under this Amendment will be determined and made in accordance
with the Treasury regulations under Section 401(a)(9) of the Internal
Revenue Code.
1.4 TEFRA Section 242(b)(2) Elections. Notwithstanding the other provisions
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of this Amendment, distributions may be made under a designation made
before January 1, 1984, in accordance with Section 242(b)(2) of the Tax
Equity and Fiscal Responsibility Act (TEFRA) and the provisions of the Plan
that relate to Section 242(b)(2) of TEFRA.
ARTICLE II
TIME AND MANNER OF DISTRIBUTION
2.1 Required Beginning Date. The Participant's entire interest will be
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distributed, or begin to be distributed, to the Participant no later than
the Participant's required beginning date.
2.2 Death of Participant Before Distributions Begin. If the Participant
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dies before distributions begin, the Participant's entire interest will be
distributed, or begin to be distributed, no later than as follows:
(a) If the Participant's surviving spouse is the Participant's sole
designated beneficiary, then, except as provided in Article VI,
distributions to the surviving spouse will begin by December 31 of the
calendar year immediately following the calendar year in which the
Participant died, or by December 31 of the calendar year in which the
Participant would have attained age 70 , if later.
(b) If the Participant's surviving spouse is not the Participant's
sole designated beneficiary, then, except as provided in Article VI,
distributions to the designated beneficiary will begin by December 31
of the calendar year immediately following the calendar year in which
the Participant died.
(c) If there is no designated beneficiary as of September 30 of the
year following the year of the Participant's death, the Participant's
entire interest will be distributed by December 31 of the calendar
year containing the fifth anniversary of the Participant's death.
(d) If the Participant's surviving spouse is the Participant's sole
designated beneficiary and the surviving spouse dies after the
Participant but before distributions to the surviving spouse begin,
this Section 2.2, other than Section 2.2(a), will apply as if the
surviving spouse were the Participant.
For purposes of this Section 2.2 and Article IV, unless Section 2.2(d)
applies, distributions are considered to begin on the Participant's
required beginning date. If Section 2.2(d) applies, distributions are
considered to begin on the date distributions are required to begin to
the surviving spouse under Section 2.2(a).
2.3 Forms of Distribution. Unless the Participant's interest is distributed
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in a single sum on or before the required beginning date, as of the first
distribution calendar year distributions will be made in accordance with
Articles 3 and 4 of this Amendment.
ARTICLE III
REQUIRED MINIMUM DISTRIBUTIONS DURING PARTICIPANT'S LIFETIME
3.1 Amount of Required Minimum Distribution For Each Distribution Calendar
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Year. During the Participant's lifetime, the minimum amount that will be
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distributed for each distribution calendar year is the lesser of:
(a) the quotient obtained by dividing the Participant's account balance by
the distribution period in the Uniform Lifetime Table set forth in Section
1.401(a)(9)-9 of the Treasury regulations, using the Participant's age as
of the Participant's birthday in the distribution calendar year; or
(b) if the Participant's sole designated beneficiary for the distribution
calendar year is the Participant's spouse, the quotient obtained by
dividing the Participant's account balance by the number in the Joint and
Last Survivor Table set forth in Section 1.401(a)(9)-9 of the Treasury
regulations, using the Participant's and spouse's attained ages as of the
Participant's and spouse's birthdays in the distribution calendar year.
3.2 Lifetime Required Minimum Distributions Continue Through Year of
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Participant's Death. Required minimum distributions will be determined
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under this Article 3 beginning with the first distribution calendar year
and up to and including the distribution calendar year that includes the
Participant's date of death.
ARTICLE IV
REQUIRED MINIMUM DISTRIBUTIONS AFTER PARTICIPANT'S DEATH
4.1 Death On or After Date Distributions Begin.
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(a) Participant Survived by Designated Beneficiary. If the Participant
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dies on or after the date distributions begin and there is a
designated beneficiary, the minimum amount that will be distributed
for each distribution calendar year after the year of the
Participant's death is the quotient obtained by dividing the
Participant's account balance by the longer of the remaining life
expectancy of the Participant or the remaining life expectancy of the
Participant's designated beneficiary, determined as follows:
(1) The Participant's remaining life expectancy is calculated using
the age of the Participant in the year of death, reduced by one for
each subsequent year.
(2) If the Participant's surviving spouse is the Participant's sole
designated beneficiary, the remaining life expectancy of the surviving
spouse is calculated for each distribution calendar year after the
year of the Participant's death using the surviving spouse's age as of
the spouse's birthday in that year. For distribution calendar years
after the year of the surviving spouse's death, the remaining life
expectancy of the surviving spouse is calculated using the age of the
surviving spouse as of the spouse's birthday in the calendar year of
the spouse's death, reduced by one for each subsequent calendar year.
(3) If the Participant's surviving spouse is not the Participant's
sole designated beneficiary, the designated beneficiary's remaining
life expectancy is calculated using the age of the beneficiary in the
year following the year of the Participant's death, reduced by one for
each subsequent year.
(b) No Designated Beneficiary. If the Participant dies on or after the date
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distributions begin and there is no designated beneficiary as of September
30 of the year after the year of the Participant's death, the minimum
amount that will be distributed
for each distribution calendar year after the year of the Participant's
death is the quotient obtained by dividing the Participant's account
balance by the Participant's remaining life expectancy calculated using the
age of the Participant in the year of death, reduced by one for each
subsequent year.
4.2 Death Before Date Distributions Begin.
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(a) Participant Survived by Designated Beneficiary. Except as provided in
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Article VI, if the Participant dies before the date distributions begin and
there is a designated beneficiary, the minimum amount that will be
distributed for each distribution calendar year after the year of the
Participant's death is the quotient obtained by dividing the Participant's
account balance by the remaining life expectancy of the Participant's
designated beneficiary, determined as provided in Section 4.1.
(b) No Designated Beneficiary. If the Participant dies before the date
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distributions begin and there is no designated beneficiary as of September
30 of the year following the year of the Participant's death, distribution
of the Participant's entire interest will be completed by December 31 of
the calendar year containing the fifth anniversary of the Participant's
death.
(c) Death of Surviving Spouse Before Distributions to Surviving Spouse Are
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Required to Begin. If the Participant dies before the date distributions
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begin, the Participant's surviving spouse is the Participant's sole
designated beneficiary, and the surviving spouse dies before distributions
are required to begin to the surviving spouse under Section 2.2(a), this
Section 4.2 will apply as if the surviving spouse were the Participant.
ARTICLE V
DEFINITIONS
5.1 Designated beneficiary. The individual who is designated as the
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Beneficiary under the Plan and is the designated beneficiary under Section
401(a)(9) of the Internal Revenue Code and Section 1.401(a)(9)-1, Q&A-4, of
the Treasury regulations.
5.2 Distribution calendar year. A calendar year for which a minimum
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distribution is required. For distributions beginning before the
Participant's death, the first distribution calendar year is the calendar
year immediately preceding the calendar year which contains the
Participant's required beginning date. For distributions beginning after
the Participant's death, the first distribution calendar year is the
calendar year in which distributions are required to begin under Section
2.2. The required minimum distribution for the Participant's first
distribution calendar year will be made on or before the Participant's
required beginning date. The required minimum distribution for other
distribution calendar years, including the required minimum distribution
for the distribution calendar year in which the Participant's required
beginning date occurs, will be made on or before December 31 of that
distribution calendar year.
5.3 Life expectancy. Life expectancy as computed by use of the Single Life
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Table in Section 1.401(a)(9)-9 of the Treasury regulations.
5.4 Participant's account balance. The account balance as of the last
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valuation date in the calendar year immediately preceding the distribution
calendar year (valuation calendar year) increased by the amount of any
contributions made and allocated or forfeitures allocated to the account
balance as of dates in the valuation calendar year after the valuation date
and decreased by distributions made in the valuation calendar year after
the valuation date. The account balance for the valuation calendar year
includes any amounts rolled over or transferred to the Plan either in the
valuation calendar year or in the distribution calendar year if distributed
or transferred in the valuation calendar year.
5.5 Required beginning date. The date specified in the Plan when
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distributions under Section 401(a)(9) of the Internal Revenue Code are
required to begin.
ARTICLE VI
ELECTIONS
6.1 Election to Permit Participants or Beneficiaries to Elect 5-Year Rule.
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Participants or beneficiaries may elect on an individual basis whether
the 5-year rule or the life expectancy rule in Sections 2.2 and 4.2 of this
Amendment applies to distributions after the death of a Participant who has
a designated beneficiary. The election must be made no later than the
earlier of September 30 of the calendar year in which distribution would be
required to begin under Section 2.2 of this Amendment, or by September 30
of the calendar year which contains the fifth anniversary of the
Participant's (or, if applicable, surviving spouse's) death. If neither the
Participant nor beneficiary makes an election under this paragraph,
distributions will be made in accordance with Sections 2.2 and 4.2 of this
Amendment.
6.2 Election to Apply 5-Year Rule to Distributions to Designated
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Beneficiaries.
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If the Participant dies before distributions begin and there is a
designated beneficiary, distribution to the designated beneficiary is not
required to begin by the date specified in the Plan, but the Participant's
entire interest will be distributed to the designated beneficiary by
December 31 of the calendar year containing the fifth anniversary of the
Participant's death. If the Participant's surviving spouse is the
Participant's sole designated beneficiary and the surviving spouse dies
after the Participant but before distributions to either the Participant or
the surviving spouse begin, this election will apply as if the surviving
spouse were the Participant.
IN WITNESS WHEREOF, the Employer has caused this instrument to be executed the
31st day of December 2003.
NBT BANCORP INC.
B Y: /S/ MICHAEL J. CHEWENS
SIGNATURE
TITLE: CORPORATE SECRETARY
DATE: 12/31/2003