Exhibit 10.1
TECO ENERGY GROUP
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN
FOR ROBERT D. FAGAN
SECTION 1. PURPOSE AND EFFECTIVE DATE
The purpose of this plan is to provide Robert D. Fagan, Chief Executive
Officer of TECO Energy, Inc. with additional retirement income by supplementing
the retirement benefits provided under the retirement plan. The plan was
originally effective as of May 24, 1999. The effective date of this amendment
and restatement is July 18, 2001.
SECTION 2. DEFINITIONS
This section contains definitions of terms used in the plan. Where the
context so requires, the singular includes the plural, and the plural includes
the singular.
2.1 Annual earnings will have the same meaning as in the retirement plan,
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except that the same will be determined without regard to (a) any dollar
limitation on such annual earnings that may be imposed under the retirement plan
or (b) any reduction in taxable income as a result of voluntary salary reduction
deferrals under the TECO Energy Group Retirement Savings Excess Benefit Plan.
2.2 Average annual earnings of Mr. Fagan as of any date of reference
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means the average of his annual earnings during whichever of the following
periods yields the highest average: (a) the 36 consecutive months of active
employment preceding the date of reference (or all months of employment if less
than 36), or (b) any three consecutive calendar years out of the five calendar
years preceding the date of reference. Bonuses are included as compensation for
the period in which paid, provided that if more than three regular annual
bonuses are paid in any 36 consecutive month period, only the largest three
bonuses will be counted.
2.3 Board means the Board of Directors of TECO Energy.
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2.4 Committee means the retirement plan committee as constituted under
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the retirement plan.
2.5 TECO Energy means TECO Energy, Inc. and any successor to all or a
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major portion of its assets or business which assumes the obligations of TECO
Energy, Inc. under this plan.
2.6 Disability income plan means the TECO Energy Group Disability Income
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Plan, as amended from time to time.
2.7 Plan means the TECO Energy Group Supplemental Executive Retirement
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Plan for Robert D. Fagan, as set forth in this plan instrument, and as it may be
amended from time to time.
Exhibit 10.1
2.8 Retirement means termination of Mr. Fagan's employment with TECO
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Energy by Mr. Fagan or TECO Energy for any reason.
2.9 Retirement plan means the TECO Energy Group Retirement Plan, as
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amended from time to time.
2.10 Service will have the same meaning as "plan service" in the
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retirement plan.
2.11 Social security benefit of Mr. Fagan as of any date of reference (the
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"computation date") means the primary insurance amount to which he is or would
be entitled, payable under Title II of the Social Security Act as in effect on
such date, based on the assumptions: (a) that no changes in the benefit levels
payable or the wage base under Title II occur after the computation date; (b)
that, if the computation date falls before his 63/rd/ birthday, his annual
earnings during the calendar year in which the computation date falls and during
any subsequent calendar year before the calendar year in which his 63/rd/
birthday falls is zero; (c) that payment of his primary insurance amount begins
for the month after he reaches age 63, or his retirement date if later, without
reduction or delay because of future gainful employment or delay in applying for
benefits; and (d) that his earnings for calendar years before the calendar year
in which the computation date falls will be determined using his actual earnings
history if available, and otherwise by applying a six percent retrospective
salary scale to his rate of annual earnings in effect on the computation date.
The social security benefit of Mr. Fagan if he retires after his 66/th/ birthday
will include any delayed retirement credit.
2.12 Survivor income plan means the TECO Energy Group Survivor Income
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Plan, as amended from time to time.
SECTION 3. RETIREMENT BENEFITS
3.1 Amount. Subject to the reductions in Section 6.1 below, Mr. Fagan
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will receive a supplemental monthly retirement benefit equal to one-twelfth of
the greater of (a) (1) the sum of (A) 20 percent and (B) four percent multiplied
by his years of service (or portions thereof), multiplied by (2) his average
annual earnings, up to a maximum benefit of 60 percent of his average annual
earnings (60 percent is equal to 20 percent plus four percent multiplied by a
maximum of ten years of service), and (b) $160,000. Mr. Fagan's retirement
benefit hereunder will be calculated using his years of service (or portions
thereof) and average annual earnings as of his actual date of retirement.
3.2 Form of Payment.
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(a) Normal form of retirement benefits. The normal form of
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retirement benefit payable to Mr. Fagan under the plan is a life annuity.
Benefits payable in the normal form will begin on the first day of the month
coinciding with or next following the date of Mr. Fagan's retirement.
(b) Optional lump sum benefit. In lieu of the normal form of
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benefit, Mr. Fagan may elect to receive payment of his benefit in the form of a
commuted single sum payment that is the actuarial equivalent of the normal form
of benefit (including the value of the post-retirement surviving spouse benefit
under Section 4.2(c)). If Mr. Fagan elects to receive a lump sum payment, such
payment will be made on the first day of the month coinciding with or next
following the date Mr. Fagan's employment terminates. Actuarial equivalence will
be
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Exhibit 10.1
based on the actuarial assumptions specified from time to time in the retirement
plan for lump sum payments. Mr. Fagan's election to receive a lump sum payment
will be effective only with respect to a retirement occurring at least 12 months
after the date Mr. Fagan submits the election, provided that elections submitted
on or before June 30, 1999 will be immediately effective.
SECTION 4. SURVIVING SPOUSE BENEFIT
4.1 Eligibility. Mr. Fagan's surviving spouse will receive the surviving
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spouse benefit if Mr. Fagan and his spouse were married to each other for at
least the 12 months preceding Mr. Fagan's death and, in the case of Mr. Fagan's
death after retirement, Mr. Fagan and his spouse were married to each other on
Mr. Fagan's date of retirement.
4.2 Amount of surviving spouse benefit. Subject to the reductions
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described in Section 6.2 below, the benefit provided under the plan to Mr.
Fagan's surviving spouse will be determined as follows:
(a) Pre-retirement before age 63. If Mr. Fagan dies during
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employment with TECO Energy and before his 63/rd/ birthday, his surviving spouse
will receive a monthly survivor income payment equal to 50 percent of his
monthly projected retirement benefit. Mr. Fagan's monthly projected retirement
benefit is the monthly benefit he would have received if he had retired at age
63 under Section 3.1 calculated using his average annual earnings determined as
of his date of death.
(b) Pre-retirement on or after age 63. If Mr. Fagan dies during
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employment with TECO Energy on or after his 63/rd/ birthday, his surviving
spouse will receive a monthly survivor income payment equal to 50 percent of his
monthly retirement benefit earned under Section 3.1 using his years of service
(or portions thereof) and his average annual earnings as of his date of death.
(c) Post-retirement. If Mr. Fagan dies on or after the date of his
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retirement, his surviving spouse will receive a monthly survivor income payment
equal to 50 percent of the monthly benefit payment he was receiving at his death
(or would have received if he had survived until the first payment date).
4.3 Form and time of surviving spouse benefit. Surviving spouse benefits
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under this Section 4 will be payable in the form of a life annuity to the
surviving spouse. Benefit payments will begin on the first day of the month
coinciding with or next following the date of Mr. Fagan's death.
4.4 Death benefit where lump sum paid. If Mr. Fagan received a lump sum
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payment of his benefit under Section 3.2(b), no surviving spouse benefit or
other death benefit will be payable under the plan to any person.
SECTION 5. DISABILITY
5.1 If Mr. Fagan suffers a total disability (as defined in the disability
income plan) before his 63/rd/ birthday, he will continue to be credited with
service as if he were actively employed by TECO Energy during his period of
total disability. Mr. Fagan may not receive
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Exhibit 10.1
benefits under this plan at any time when he is receiving disability income
payments under the disability income plan. Benefits under this plan will begin
when payments cease under the disability income plan.
5.2 Mr. Fagan's disability date is his last day of work for TECO Energy
before becoming unable to continue working because of his total disability. A
period of total disability of Mr. Fagan will begin on his disability date and
will end on the earlier of the last day of the month in which his final
disability income payment is due under the disability income plan or on the date
he retires hereunder and starts receiving benefit payments.
5.3 If Mr. Fagan does not return to active service with TECO Energy after
suffering a total disability, his retirement benefits under Section 3 will be
calculated using his average annual earnings as of his disability date, his
total service including service credited under Section 5.1 above, and his
primary social security benefit as of his date of disability.
5.4 If Mr. Fagan dies while disabled, his surviving spouse will, if
eligible, receive the pre-retirement surviving spouse benefit determined under
Section 4.2(a) or (b).
SECTION 6. OFFSET FOR OTHER PAYMENTS
6.1 Mr. Fagan's retirement benefit will be reduced (but not below zero)
by the following payments, with such reductions starting when such payments are
assumed to begin: (a) 100 percent of the social security benefit of Mr. Fagan
assuming such benefit begins on the later of his 63rd birthday or the date of
his actual retirement and (b) the amount of his benefit payments under the
retirement plan and any tax-qualified or nonqualified defined benefit retirement
plan of former employers of Mr. Fagan (converted in all cases to a life annuity
if such payments are in a form other than a life annuity, using the actuarial
assumptions in the TECO Energy retirement plan), assuming such payments begin on
the later of the earliest date on which he could begin receiving payments from
such plan or the date of his actual retirement.
6.2 The benefit of Mr. Fagan's surviving spouse will be reduced (but not
below zero) by the following payments to her: (a) payments under the survivor
income plan, and (b) payments under the retirement plan and any tax-qualified or
nonqualified defined benefit retirement plans of former employers of Mr. Fagan.
SECTION 7. BENEFITS NOT CURRENTLY FUNDED
7.1 Nothing in this plan will be construed to create a trust or to
obligate TECO Energy or any other employer to segregate a fund, purchase an
insurance contract, or in any other way currently to fund the future payment of
any benefits hereunder, nor will anything herein be construed to give Mr. Fagan
or any other person rights to any specific assets of TECO Energy or of any other
employer or entity.
7.2 Notwithstanding Section 7.1, TECO Energy has established a grantor
trust of which it is treated as the owner under Section 671 of the Internal
Revenue Code to provide for the payment of benefits hereunder.
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Exhibit 10.1
SECTION 8. ADMINISTRATION
The plan will be administered by the committee, which will have full power
and authority to construe, interpret and administer the plan. Decisions of the
committee will be final and binding on all persons. The committee may, in its
discretion, adopt, amend and rescind rules and regulations relating to the
administration of the plan.
SECTION 9. RIGHTS NON-ASSIGNABLE
Neither Mr. Fagan, his surviving spouse, nor any other person will have any
right to assign or otherwise to alienate the right to receive payments under the
plan, in whole or in part.
SECTION 10. OTHER BENEFIT PLANS
This plan will supersede any obligation to pay benefits to Mr. Fagan under
the excess benefit plan contained in the retirement plan or the TECO Energy
Group Supplemental Executive Retirement Plan, as they may be amended from time
to time. No benefits will be payable to Mr. Fagan under such excess benefit plan
or the TECO Energy Group Supplemental Executive Retirement Plan.
SECTION 11. AMENDMENT
TECO Energy reserves the right at any time by action of the board to amend
the plan in any way. However, no amendment of the plan may reduce the benefits
to be paid to Mr. Fagan or his surviving spouse below those that would have been
paid if the plan had continued without change to the date of Mr. Fagan's
retirement.
Executed as of July 18, 2001
TECO ENERGY, INC.
By: ______________________________
C. E. Childress
Chief Human Resources Officer
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