Common use of Deferred Compensation Plans Clause in Contracts

Deferred Compensation Plans. (a) (i) Effective as of the Plan Transition Date, New Worthington and Worthington Steel shall cause Worthington Steel to have in effect the Worthington Steel DCP, a non-qualified deferred compensation plan for the benefit of each Worthington Steel Employee that is eligible to participate in the New Worthington DCP immediately prior to the Plan Transition Date, with terms that are substantially similar to those provided to the applicable Worthington Steel Employee under the New Worthington DCP immediately prior to the date on which the Worthington Steel DCP becomes effective, (ii) the participation of each Worthington Steel Employee who is a participant in the New Worthington DCP shall cease effective upon the date on which the Worthington Steel DCP becomes effective, and (iii) each such Worthington Steel Employee shall become a participant in the Worthington Steel DCP, and, with respect to such Worthington Steel Employee, all deferral and payment elections made under the New Worthington DCP shall be applied under the Worthington Steel DCP as if made under the Worthington Steel DCP, and all contributions that otherwise would have been credited under the New Worthington DCP on or after the Plan Transition Date shall instead be credited to the Worthington Steel DCP. (b) Effective as of the Plan Transition Date (i) the account balances of each Worthington Steel Employee under the New Worthington DCP shall be transferred to the Worthington Steel DCP and Worthington Steel shall cause Worthington Steel to fully perform, pay and discharge all obligations of the New Worthington DCP relating to such account balances, (ii) any such account balances that are payable in shares of New Worthington Common Stock shall be payable in shares of Worthington Steel Common Stock in accordance with the terms applicable to such account balances, (iii) any such account balances that were credited with earnings based on a rate of return relating to notional shares of New Worthington Common Stock shall instead be credited with earnings based on a rate of return relating to notional shares of Worthington Steel Common Stock, and (iv) any notional shares of New Worthington Common Stock and any shares of New Worthington Common Stock in a deferred share account shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Common Stock were New Worthington Restricted Stock Awards and such accounts shall thereafter relate to shares or notional shares of Worthington Steel Common Stock. (c) New Worthington shall retain (i) all Assets, if any, relating to the New Worthington DCP in respect of New Worthington Employees, and (ii) all Liabilities in respect of each New Worthington Employee in respect of the New Worthington DCP, and any notional shares of New Worthington Common Stock and any shares of New Worthington Common Stock in a deferred share account under the New Worthington DCP shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Common Stock were New Worthington Restricted Stock Awards. New Worthington shall retain no Liability or Asset relating to the New Worthington DCP in respect of Worthington Steel Employees and Former Worthington Steel Service Providers that are assigned to Worthington Steel pursuant to Section 3.3(b). (d) Effective as of the Effective Time or such earlier date agreed to by the Parties, Worthington Steel shall have in effect the Worthington Steel Director DCP with terms that are substantially similar to those provided under the New Worthington Director DCP. The New Worthington Director DCP shall continue in effect after the Distribution Date in accordance with its terms, with payments made to current and former members of the New Worthington Board pursuant to their applicable deferral elections. For purposes of clarity, with respect to any member of the New Worthington Board who ceases to serve as a member of the New Worthington Board at the Effective Time but who serves as a member of the board of directors of Worthington Steel at the Effective Time (i) the participation of each such member of the New Worthington Board who is a participant in the New Worthington Director DCP shall cease effective upon the date on which the Worthington Steel Director DCP becomes effective, (ii) each such member of the New Worthington Board shall become a participant in the Worthington Steel Director DCP, and, with respect to such member of the New Worthington Board, all deferral and payment elections made under the New Worthington Director DCP shall be applied under the Worthington Steel Director DCP as if made under the Worthington Steel DCP, and all contributions that otherwise would have been credited under the New Worthington Director DCP on or after the Plan Transition Date shall instead be credited to the Worthington Steel Director DCP and (iii) the account balances of each such member of the New Worthington Board shall be transferred to the Worthington Steel Director DCP in a manner consistent with Section 3.3(b) and (c). (e) After the Effective Time, New Worthington shall pay any benefit accrued for a Worthington Steel Employee under the New Worthington Pre-2005 DCP in accordance with the terms and conditions of the New Worthington Pre-2005 DCP.

Deferred Compensation Plans. (a) (i) Effective as of the Plan Transition Distribution Date, New Worthington and Worthington Steel Ralliant shall or shall cause Worthington Steel a member of the Ralliant Group to have in effect the Worthington Steel DCP, a non-qualified deferred compensation plan for the benefit of each Worthington Steel Ralliant Employee that who is eligible to participate in the New Worthington DCP Fortive EDIP immediately prior to the Plan Transition DateDistribution Date (each, a “Ralliant EDIP”) with terms that are substantially similar to those provided to the applicable Worthington Steel Ralliant Employee under the New Worthington DCP Fortive EDIP immediately prior to the date on which the Worthington Steel DCP Ralliant EDIP becomes effective, (ii) the participation of each Worthington Steel Ralliant Employee who is a participant in the New Worthington DCP Fortive EDIP shall cease effective upon the date on which the Worthington Steel DCP Ralliant EDIP becomes effective, effective and (iii) each such Worthington Steel Ralliant Employee shall become a participant in the Worthington Steel DCP, and, with respect to such Worthington Steel Employee, all deferral and payment elections made under the New Worthington DCP shall be applied under the Worthington Steel DCP as if made under the Worthington Steel DCP, Ralliant EDIP and all contributions that otherwise would have been credited under made to the New Worthington DCP Fortive EDIP on or after the Plan Transition Distribution Date shall instead be credited made to the Worthington Steel DCPRalliant EDIP. (b) Effective as of the Plan Transition Date Distribution Date, (i) the account balances of each Worthington Steel Ralliant Employee under the New Worthington DCP Fortive EDIP shall be transferred to the Worthington Steel DCP Ralliant EDIP and Worthington Steel Ralliant shall or shall cause Worthington Steel a member of the Ralliant Group to assume and fully perform, pay pay, discharge, and discharge satisfy all obligations of the New Worthington DCP Fortive EDIP relating to such account balances, (ii) any such account balances that are payable in shares of New Worthington Fortive Common Stock shall be payable in shares of Worthington Steel Ralliant Common Stock in accordance with the terms applicable to such account balances, (iii) any such account balances that were credited with earnings based on a rate of return relating to notional shares of New Worthington Fortive Common Stock shall instead be credited with earnings based on a rate of return relating to notional shares of Worthington Steel Ralliant Common Stock, Stock and (iv) any notional shares of New Worthington Common Stock and any shares of New Worthington Fortive Common Stock in a deferred share account shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Fortive Common Stock were New Worthington Fortive Time-Based Restricted Stock Awards and such accounts shall thereafter relate to shares or notional shares of Worthington Steel Common StockUnits. (c) New Worthington Fortive shall retain (i) all Assets, if any, Assets relating to the New Worthington DCP Fortive EDIP in respect of New Worthington Fortive Employees, Ralliant Employees, Former Ralliant Service Providers and Other Service Providers (including any Assets relating to corporate owned life insurance policies), and (ii) all Liabilities in respect of each New Worthington Employee Fortive Employee, Former Ralliant Service Provider and Other Service Provider in respect of the New Worthington DCP, and any notional shares of New Worthington Common Stock and any shares of New Worthington Common Stock in a deferred share account under the New Worthington DCP shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Common Stock were New Worthington Restricted Stock Awards. New Worthington shall retain no Liability or Asset relating to the New Worthington DCP in respect of Worthington Steel Employees and Former Worthington Steel Service Providers that are assigned to Worthington Steel pursuant to Section 3.3(b)Fortive EDIP. (d) Effective as of the Effective Time or such earlier date agreed to by the Parties, Worthington Steel shall have in effect the Worthington Steel Director DCP with terms that are substantially similar to those provided under the New Worthington Director DCP. The New Worthington Director DCP shall continue in effect after the Distribution Date in accordance with its terms, with payments made to current and former members of the New Worthington Board pursuant to their applicable deferral elections. For purposes of clarity, with respect to any member of the New Worthington Board who ceases to serve as a member of the New Worthington Board at the Effective Time but who serves as a member of the board of directors of Worthington Steel at the Effective Time (i) the participation of each such member of the New Worthington Board who is a participant in the New Worthington Director DCP shall cease effective upon the date on which the Worthington Steel Director DCP becomes effective, (ii) each such member of the New Worthington Board shall become a participant in the Worthington Steel Director DCP, and, with respect to such member of the New Worthington Board, all deferral and payment elections made under the New Worthington Director DCP shall be applied under the Worthington Steel Director DCP as if made under the Worthington Steel DCP, and all contributions that otherwise would have been credited under the New Worthington Director DCP on or after the Plan Transition Date shall instead be credited to the Worthington Steel Director DCP and (iii) the account balances of each such member of the New Worthington Board shall be transferred to the Worthington Steel Director DCP in a manner consistent with Section 3.3(b) and (c). (e) After the Effective Time, New Worthington shall pay any benefit accrued for a Worthington Steel Employee under the New Worthington Pre-2005 DCP in accordance with the terms and conditions of the New Worthington Pre-2005 DCP.

Deferred Compensation Plans. (a) (i) Effective as of the Plan Transition Date, New Worthington Enovis and Worthington Steel ESAB shall cause Worthington Steel The ESAB Group, Inc. to have in effect the Worthington Steel DCPESAB DCP and the ESAB Excess Benefits Plan, each a non-qualified deferred compensation plan for the benefit of each Worthington Steel ESAB Employee that is eligible to participate in the New Worthington Enovis DCP and the Enovis Excess Benefit Plan immediately prior to the Plan Transition Date, with terms that are substantially similar to those provided to the applicable Worthington Steel ESAB Employee under the New Worthington Enovis DCP and the Enovis Excess Benefit Plan immediately prior to the date on which the Worthington Steel ESAB DCP and the ESAB Excess Benefits Plan becomes effective, (ii) the participation of each Worthington Steel ESAB Employee who is a participant in the New Worthington Enovis DCP and the Enovis Excess Benefit Plan shall cease effective upon the date on which the Worthington Steel ESAB DCP and the ESAB Excess Benefits Plan becomes effective, and (iii) each such Worthington Steel ESAB Employee shall become a participant in the Worthington Steel DCP, and, with respect to such Worthington Steel Employee, all deferral ESAB DCP and payment elections made under the New Worthington DCP shall be applied under the Worthington Steel DCP as if made under the Worthington Steel DCP, ESAB Excess Benefits Plan and all contributions that otherwise would have been credited under made to the New Worthington Enovis DCP and the Enovis Excess Benefit Plan on or after the Plan Transition Date shall instead be credited applied to the Worthington Steel DCPESAB DCP and the ESAB Excess Benefits Plan. (b) Effective as of the Plan Transition Date or such later date agreed to by the Parties, (i) the account balances of each Worthington Steel ESAB Employee under the New Worthington Enovis DCP and the Enovis Excess Benefit Plan shall be transferred to the Worthington Steel ESAB DCP the ESAB Excess Benefits Plan, and Worthington Steel ESAB shall cause Worthington Steel The ESAB Group, Inc. to fully perform, pay and discharge all obligations of the New Worthington Enovis DCP and the Enovis Excess Benefit Plan relating to such account balances, (ii) any such account balances that are payable in shares of New Worthington Enovis Common Stock shall be payable in shares of Worthington Steel ESAB Common Stock in accordance with the terms applicable to such account balances, (iii) any such account balances that were credited with earnings based on a rate of return relating to notional shares of New Worthington Enovis Common Stock shall instead be credited with earnings based on a rate of return relating to notional shares of Worthington Steel ESAB Common Stock, Stock and (iv) any notional shares of New Worthington Enovis Common Stock and any shares of New Worthington Enovis Common Stock in a deferred share account shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Enovis Common Stock were New Worthington Enovis Time-Based Restricted Stock Awards and such accounts shall thereafter relate to shares or notional shares of Worthington Steel Common StockUnits. (c) New Worthington Enovis shall retain (i) all Assets, if any, relating to the New Worthington Enovis DCP and the Enovis Excess Benefit Plan in respect of New Worthington Enovis Employees, ESAB Employees and Former ESAB Service Providers, and (ii) all Liabilities in respect of each New Worthington Employee Former ESAB Service Provider in respect of the New Worthington DCP, Enovis DCP and any notional shares of New Worthington Common Stock and any shares of New Worthington Common Stock in a deferred share account under the New Worthington DCP shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Common Stock were New Worthington Restricted Stock Awards. New Worthington shall retain no Liability or Asset relating to the New Worthington DCP in respect of Worthington Steel Employees and Former Worthington Steel Service Providers that are assigned to Worthington Steel pursuant to Section 3.3(b)Enovis Excess Benefit Plan. (d) Effective as of the Effective Time or such earlier date agreed to by the Parties, Worthington Steel ESAB shall have in effect the Worthington Steel ESAB Director DCP with terms that are substantially similar to those provided under the New Worthington Enovis Director DCP. The New Worthington Enovis Director DCP shall continue in effect after the Distribution Date in accordance with its terms, with payments made to current and former members of the New Worthington Board pursuant to their applicable deferral elections. For purposes of clarity, with respect to any member of the New Worthington Board who ceases to serve as a member of the New Worthington Board at the Effective Time but who serves as a member of the board of directors of Worthington Steel at the Effective Time (i) the participation of each such member of the New Worthington Board who is a participant in the New Worthington Director DCP shall cease effective upon the date on which the Worthington Steel Director DCP becomes effective, (ii) each such member of the New Worthington Board shall become a participant in the Worthington Steel Director DCP, and, with respect to such member of the New Worthington Board, all deferral and payment elections made under the New Worthington Director DCP shall be applied under the Worthington Steel Director DCP as if made under the Worthington Steel DCP, and all contributions that otherwise would have been credited under the New Worthington Director DCP on or after the Plan Transition Date shall instead be credited to the Worthington Steel Director DCP and (iii) the account balances of each such member of the New Worthington Board shall be transferred to the Worthington Steel Director DCP in a manner consistent with Section 3.3(b) and (c). (e) After the Effective Time, New Worthington shall pay any benefit accrued for a Worthington Steel Employee under the New Worthington Pre-2005 DCP in accordance with the terms and conditions of the New Worthington Pre-2005 DCP.

Deferred Compensation Plans. (a) (i) Effective as of the Plan Transition DateEffective Time, New Worthington and Worthington Steel Vontier shall or shall cause Worthington Steel a member of the Vontier Group to have in effect the Worthington Steel DCP, a non-qualified deferred compensation plan for the benefit of each Worthington Steel Vontier Employee that is eligible to participate in the New Worthington DCP Fortive EDIP immediately prior to the Plan Transition DateEffective Time (each, a “Vontier EDIP”) with terms that are substantially similar to those provided to the applicable Worthington Steel Vontier Employee under the New Worthington DCP Fortive EDIP immediately prior to the date on which Effective Time. Notwithstanding the Worthington Steel DCP becomes effectiveforegoing, (ii) the participation account balance of each Worthington Steel Vontier Employee who is a participant in the New Worthington DCP shall cease effective upon the date on which the Worthington Steel DCP becomes effective, and (iii) each such Worthington Steel Employee shall become a participant in the Worthington Steel DCP, and, with respect to such Worthington Steel Employee, all deferral and payment elections made under the New Worthington DCP Fortive EDIP as of the Effective Time shall be applied under the Worthington Steel DCP as if made under the Worthington Steel DCP, and all contributions that otherwise would have been credited under the New Worthington DCP on or after the Plan Transition Date shall instead be credited remain subject to the Worthington Steel DCPterms and conditions of the Fortive EDIP through the Disposition Date. (b) Effective as of the Plan Transition Date Effective Time, (i) the active participation of each Vontier Employee who is a participant in the Fortive EDIP shall cease and (ii) each such Vontier Employee shall become a participant in the Vontier EDIP and all contributions that otherwise would have been made to the Fortive EDIP after the Effective Time shall instead be applied to the Vontier EDIP. (c) Effective as of the Disposition Date, (i) the account balances of each Worthington Steel Vontier Employee under the New Worthington DCP Fortive EDIP shall be transferred to the Worthington Steel DCP Vontier EDIP and Worthington Steel Vontier shall or shall cause Worthington Steel a member of the Vontier Group to fully perform, pay and discharge all obligations of the New Worthington DCP Fortive EDIP relating to such account balances, (ii) any such account balances that are payable in shares of New Worthington Fortive Common Stock shall be payable in shares of Worthington Steel Vontier Common Stock in accordance with the terms applicable to such account balances, (iii) any such account balances that were credited with earnings based on a rate of return relating to notional shares of New Worthington Fortive Common Stock shall instead be credited with earnings based on a rate of return relating to notional shares of Worthington Steel Vontier Common Stock, Stock and (iv) any notional shares of New Worthington Fortive Common Stock and any shares of New Worthington Fortive Common Stock in a deferred share account shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Fortive Common Stock were New Worthington Fortive Time-Based Restricted Stock Awards and such accounts shall thereafter relate to shares or notional shares of Worthington Steel Common StockUnits. (cd) New Worthington Fortive shall retain (i) all Assets, if any, Assets relating to the New Worthington DCP Fortive EDIP in respect of New Worthington Fortive Employees, Vontier Employees and Former Vontier Service Providers (including any Assets relating to corporate owned life insurance policies) and (ii) all Liabilities in respect of each New Worthington Employee Former Vontier Service Provider in respect of the New Worthington DCP, and any notional shares of New Worthington Common Stock and any shares of New Worthington Common Stock in a deferred share account under the New Worthington DCP shall be adjusted in the same manner as set forth in Section 4.2 as if such shares or notional shares of New Worthington Common Stock were New Worthington Restricted Stock Awards. New Worthington shall retain no Liability or Asset relating to the New Worthington DCP in respect of Worthington Steel Employees and Former Worthington Steel Service Providers that are assigned to Worthington Steel pursuant to Section 3.3(b)Fortive EDIP. (d) Effective as of the Effective Time or such earlier date agreed to by the Parties, Worthington Steel shall have in effect the Worthington Steel Director DCP with terms that are substantially similar to those provided under the New Worthington Director DCP. The New Worthington Director DCP shall continue in effect after the Distribution Date in accordance with its terms, with payments made to current and former members of the New Worthington Board pursuant to their applicable deferral elections. For purposes of clarity, with respect to any member of the New Worthington Board who ceases to serve as a member of the New Worthington Board at the Effective Time but who serves as a member of the board of directors of Worthington Steel at the Effective Time (i) the participation of each such member of the New Worthington Board who is a participant in the New Worthington Director DCP shall cease effective upon the date on which the Worthington Steel Director DCP becomes effective, (ii) each such member of the New Worthington Board shall become a participant in the Worthington Steel Director DCP, and, with respect to such member of the New Worthington Board, all deferral and payment elections made under the New Worthington Director DCP shall be applied under the Worthington Steel Director DCP as if made under the Worthington Steel DCP, and all contributions that otherwise would have been credited under the New Worthington Director DCP on or after the Plan Transition Date shall instead be credited to the Worthington Steel Director DCP and (iii) the account balances of each such member of the New Worthington Board shall be transferred to the Worthington Steel Director DCP in a manner consistent with Section 3.3(b) and (c). (e) After the Effective Time, New Worthington shall pay any benefit accrued for a Worthington Steel Employee under the New Worthington Pre-2005 DCP in accordance with the terms and conditions of the New Worthington Pre-2005 DCP.