EXHIBIT 10.10
CORTLAND BANCORP
AMENDED AND RESTATED DIRECTOR RETIREMENT AGREEMENT
THIS AMENDED AND RESTATED DIRECTOR RETIREMENT AGREEMENT (this "Agreement")
is made as of May 1, 2004, by and between Cortland Bancorp, a bank holding
company located in Cortland, Ohio (the "Company") and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ (the
"Director").
WHEREAS, to encourage the Director to remain a member of the Company's
Board of Directors, the Company desires to provide the Director with retirement
benefits payable from the Company's general assets,
WHEREAS, for this purpose the Company and the Director entered into a
Director Retirement Agreement dated as of October 1, 2001, which provides for
specified retirement benefits for the Director after termination of his service,
WHEREAS, the Company's goal was to provide a largely uniform form of
retirement agreement for its directors, but it has come to the Company's
attention that the Director's October 1, 2001 Director Retirement Agreement
provides in section 3.1 for no death benefit if the Director dies in active
service to the Company, whereas other directors' retirement agreements provide
for a death benefit in that circumstance that is based on the Accrual Balance
existing on the date of the directors' death,
WHEREAS, the October 1, 2001 Director Retirement Agreement was amended in
certain respects in February 2004 with inclusion of a definition of the term
"Accrual Balance," addition of Article 9 having to do with plan administration,
and miscellaneous other changes,
WHEREAS, the Company desires to correct the oversight in section 3.1 of the
Director's October 1, 2001 Director Retirement Agreement and to incorporate into
this Agreement any other changes made since the October 1, 2001 Director
Retirement Agreement was entered into,
WHEREAS, the Company and the Director desire that this Agreement shall
supersede and replace in its entirety the October 1, 2001 Director Retirement
Agreement, effective immediately, and
WHEREAS, none of the conditions or events included in the definition of the
term "golden parachute payment" that is set forth in section 18(k)(4)(A)(ii) of
the Federal Deposit Insurance Act [12 U.S.C. 1828(k)(4)(A)(ii)] and in Federal
Deposit Insurance Corporation Rule 359.1(f)(1)(ii) [12 CFR 359.1(f)(1)(ii)]
exists or, to the best knowledge of the Bank, is contemplated insofar as the
Bank is concerned.
NOW THEREFORE, in consideration of the foregoing premises and other good
and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the Director and the Company hereby agree as follows -
ARTICLE 1
DEFINITIONS
Whenever used in this Agreement, the following words and phrases shall have
the meanings specified:
1.1 "Accrual Balance" means the liability that should be accrued by the
Company under generally accepted accounting principles ("GAAP") for the
Company's obligation to the Director under this Agreement, by applying
Accounting Principles Board Opinion No. 12, as amended by Statement of Financial
Accounting Standards No. 106, and the calculation method and discount rate
specified hereinafter. The Accrual Balance shall be calculated assuming a level
principal amount and interest as the discount rate is accrued each period. The
principal accrual is determined such that when it is credited with interest each
month, the Accrual Balance at Normal Retirement Age equals the present value of
the normal retirement benefits. The discount rate means the rate used by the
Plan Administrator for determining the Accrual Balance. The rate is based on the
yield on a 20-year corporate bond rated Aa by Moody's, rounded to the nearest
1/4%. The initial discount rate is 6.75%. However, the Plan
Administrator, in its sole discretion, may adjust the discount rate to maintain
the rate within reasonable standards according to GAAP. The Plan Administrator
shall consist of the Company's board of directors or such committee or person(s)
as the board shall appoint.
1.2 "Change in Control" means that any of the following events occur:
(a) The acquisition by a person or persons acting in concert of the
power to vote 25% or more of a class of the Company's voting securities;
(b) The acquisition by a person of the power to direct the Company's
management or policies, if the Board of Directors of the Company has made a
determination that such acquisition constitutes or will constitute an
acquisition of control of the Company for the purposes of the Bank Holding
Company Act or the Change in Bank Control Act and the regulations
thereunder;
(c) During any period of two consecutive years, individuals who at the
beginning of such period constitute the Board of Directors of the Company
cease for any reason to constitute at least a majority thereof, provided,
however, that - for purposes of this clause (c) - each director who is
first elected by the Board of the Company (or first nominated by that Board
for election by shareholders) by a vote of at least two-thirds (2/3) of the
directors then in office shall be deemed to have been a director at the
beginning of the period;
(d) The Company shall have merged into or consolidated with another
corporation, or merged another corporation into the Company, on a basis
whereby less than 50% of the total voting power of the surviving
corporation is represented by shares held by persons who were shareholders
of the Company immediately before such merger or consolidation; or
(e) The Company shall have sold substantially all of its assets to
another person.
For purposes of this Agreement, the term "person" refers to an
individual, corporation, partnership, trust, association, joint venture,
pool, syndicate, sole proprietorship, unincorporated organization or other
entity.
Notwithstanding this definition of Change in Control, a Change in
Control of the Company shall not be deemed to occur solely because any
person acquires beneficial ownership of more than 25% of the Company's
voting securities as a result of the acquisition of the Company voting
securities by the Company which reduces the number of the Company's voting
securities outstanding; provided, that if after such acquisition by the
Company such person becomes the beneficial owner of additional Company
voting securities that increases the percentage of outstanding Company
voting securities beneficially owned by such person, a Change in Control of
the Company shall then occur.
1.3 "Code" means the Internal Revenue Code of 1986, as amended.
1.4 "Disability" means, if the Director is covered by a Company-sponsored
disability policy, total disability as defined in such policy without regard to
any waiting period. If the Director is not covered by such a policy, Disability
means the Director suffering a sickness, accident or injury, which, in the
judgment of a physician satisfactory to the Company, prevents the Director from
performing substantially all of the Director's normal duties for the Company. As
a condition to receiving any Disability benefits, the Company may require the
Director to submit to such physical or mental evaluations and tests as the
Company's Board of Directors deems appropriate.
1.5 "Early Termination" means the Termination of Service before Normal
Retirement Age for reasons other than death, Disability, Termination for Cause
or following a Change in Control.
1.6 "Early Termination Date" means the month, day and year in which Early
Termination occurs.
1.7 "Effective Date" means October 1, 2001.
1.8 "Normal Retirement Age" means the Director's 70th birthday.
1.9 "Normal Retirement Date" means the later of the Normal Retirement Age
or Termination of Service.
1.10 "Plan Year" means each twelve-month period from the Effective Date of
this Agreement.
1.11 "Termination for Cause" See Section 5.1.
1.12 "Termination of Service" means that the Director ceases to be a member
of the Company's Board of Directors for any reason whatsoever. For purposes of
this Agreement, if there is a dispute over the service status of the Director or
the date of the Director's Termination of Service, the Company shall have the
sole and absolute right to decide the dispute unless a Change in Control shall
have occurred.
ARTICLE 2
LIFETIME BENEFITS
2.1 Normal Retirement Benefit. Upon Termination of Service on or after
Normal Retirement Age, the Company shall pay to the Director the benefit
described in this Section 2.1 in lieu of any other benefit under this Agreement.
2.1.1 Amount of Benefit. The annual benefit under this Section 2.1 is
$10,000 (Ten Thousand Dollars). The Company's Board of Directors, in its
sole discretion, may increase the annual benefit under this Section 2.1.1;
however, any increase shall require the recalculation of Schedule A.
2.1.2 Payment of Benefit. The Company shall pay this annual benefit to
the Director in 12 equal monthly installments payable on the first day of
each month commencing with the month following the Director's Normal
Retirement Date. The annual benefit shall be paid to the Director for 10
years.
2.1.3 Benefit Increases. Commencing on the first anniversary of the
first benefit payment, and continuing on each subsequent anniversary, the
Company's Board of Directors, in its sole discretion, may increase the
benefit.
2.2 Early Termination Benefit. Upon Early Termination, the Company shall
pay to the Director the benefit described in this Section 2.2 in lieu of any
other benefit under this Agreement.
2.2.1 Amount of Benefit. The benefit under this Section 2.2 is the
Early Termination Annual Benefit set forth in Schedule A for the Plan Year
ending immediately prior to the Early Termination Date (except during the
first Plan Year, the benefit is the amount set forth for Plan Year 1). Any
increase in the annual benefit under Section 2.1.1 shall require the
recalculation of this benefit on Schedule A.
2.2.2 Payment of Benefit. The Company shall pay this annual benefit to
the Director in 12 equal monthly installments payable on the first day of
each month commencing with the month following Normal Retirement Age. The
annual benefit shall be paid to the Director for 10 years.
2.2.3 Benefit Increases. Benefit payments may be increased as provided
in Section 2.1.3.
2.3 Disability Benefit. If the Director terminates service due to
Disability prior to Normal Retirement Age, the Company shall pay to the Director
the benefit described in this Section 2.3 in lieu of any other benefit under
this Agreement.
2.3.1 Amount of Benefit. The benefit under this Section 2.3 is the
Disability Annual Benefit set forth in Schedule A for the Plan Year ending
immediately prior to the date in which Termination of Service occurs
(except during the first Plan Year, the benefit is the amount set forth for
Plan Year 1). Any increase in the annual benefit under Section 2.1.1 would
require the recalculation of this benefit on Schedule A.
2.3.2 Payment of Benefit. The Company shall pay this annual benefit to
the Director in 12 equal monthly installments payable on the first day of
each month commencing with the month following Normal Retirement Age. The
annual benefit shall be paid to the Director for 10 years.
2.3.3 Benefit Increases. Benefit payments may be increased as provided
in Section 2.1.3.
2.4 Change in Control Benefit. If the Director's service with the Company
terminates within one year after a Change in Control (except for Termination for
Cause), the Company shall pay to the Director the benefit described in this
Section 2.4 in lieu of any other benefit under this Agreement.
2.4.1 Amount of Benefit. The benefit under this Section 2.4 is the
benefit determined under Schedule A based on the date of the Director's
Termination of Service, which is determined by vesting the Director in 100%
of the Accrual Balance. Any increase in the annual benefit under Section
2.1.1 would require the recalculation of this benefit on Schedule A.
2.4.2 Payment of Benefit. The Company shall pay this benefit to the
Director in a lump sum within 3 days following the Director's Termination
of Service.
2.5 Contradiction in Terms of Agreement and Schedule A. If there is a
contradiction in the terms of this Agreement and Schedule A attached hereto
concerning the benefits due under Section 2.2, 2.3, or 2.4 hereof, then the
actual amount of benefits prescribed by this Agreement shall control.
ARTICLE 3
DEATH BENEFITS
In lieu of any other benefit under this Agreement, the Director's
beneficiary(ies) shall be entitled to receive the following benefits under
Articles 3.1, 3.2, 3.3 or 3.4, depending on whether the Director's death occurs
during or after active service and before or after Normal Retirement Age.
3.1 Death in Active Service Before Normal Retirement Age. If the Director
dies before Normal Retirement Age while in the active service of the Company,
the Company shall pay to the Director's beneficiary(ies) a lump sum benefit
determined by vesting the Director in 100% of the Accrual Balance on the
Director's date of death. The Company shall pay this benefit to the Director's
beneficiary(ies) in a lump sum within 30 days following the Director's death.
3.2 Death in Active Service After Normal Retirement Age. If the Director
dies after Normal Retirement Age while in the active service of the Company, the
Company shall for a period of 10 years pay to the Director's beneficiary(ies)
the Normal Retirement Benefit provided in Article 2.1.1.
3.3 Death After Termination of Service Before Normal Retirement Age. (a)
After Payments Commence. If, a Termination of Service before Normal Retirement
Age having previously occurred, the Director dies after benefit payments
commence under Article 2.2 of this Agreement but before receiving all such
payments, the Company shall pay the remaining benefits to the Director's
beneficiary(ies) at the same time and in the same amounts they would have been
paid to the Director had the Director survived.
(b) Before Payments Commence. If, a Termination of Service before
Normal Retirement Age having previously occurred, the Director is entitled to
any benefit pursuant to Article 2.2 of this Agreement but dies before the
benefit payments commence, the Company shall pay the same aggregate benefit
payments to the
Director's beneficiary(ies) that the Director was entitled to before death,
except that the benefit payments shall commence on the first day of the month
following the date of the Director's death.
3.4 Death After Termination of Service After Normal Retirement Age. (a)
After Payments Commence. If, a Termination of Service on or after Normal
Retirement Age having previously occurred, the Director dies after benefit
payments commence under Article 2.1 of this Agreement but before receiving all
such payments, the Company shall pay the remaining benefits to the Director's
beneficiary(ies) at the same time and in the same amounts they would have been
paid to the Director had the Director survived.
(b) Before Payments Commence. If, a Termination of Service on or after
Normal Retirement Age having previously occurred, the Director is entitled to
any benefit pursuant to Article 2.1 of this Agreement but dies before the
benefit payments commence, the Company shall pay the same aggregate benefit
payments to the Director's beneficiary(ies) that the Director was entitled to
before death, except that the benefit payments shall commence on the first day
of the month following the date of the Director's death.
ARTICLE 4
BENEFICIARIES
4.1 Beneficiary Designations. The Director shall designate a beneficiary by
filing a written designation with the Company. The Director may revoke or modify
the designation at any time by filing a new designation. However, designations
will only be effective if signed by the Director and received by the Company
during the Director's lifetime. The Director's beneficiary designation shall be
deemed automatically revoked if the beneficiary predeceases the Director or if
the Director names a spouse as beneficiary and the marriage is subsequently
dissolved. If the Director dies without a valid beneficiary designation, the
Director's estate shall be the beneficiary.
4.2 Facility of Payment. If a benefit is payable to a minor, to a person
declared incapacitated or to a person incapable of handling the disposition of
his or her property, the Company may pay such benefit to the guardian, legal
representative or person having the care or custody of such minor, incapacitated
person or incapable person. The Company may require proof of incapacity,
minority or guardianship as it may deem appropriate prior to distribution of the
benefit. Such distribution shall completely discharge the Company from all
liability with respect to such benefit.
ARTICLE 5
GENERAL LIMITATIONS
5.1 Termination for Cause. Notwithstanding any provision of this Agreement
to the contrary, the Company shall not pay any benefit under this Agreement if
the Company terminates the Director's service for:
(a) Gross negligence or gross neglect of duties;
(b) Commission of a felony or of a gross misdemeanor involving moral
turpitude; or
(c) Fraud, disloyalty, dishonesty or willful violation of any law or
significant Company policy committed in connection with the Director's
service and resulting in an adverse effect on the Company.
5.2 Suicide or Misstatement. The Company shall not pay any benefit under
this Agreement if the Director commits suicide within two years after the
Effective Date of this Agreement, or if the Director has made any material
misstatement of fact on any application for life insurance purchased by the
Company.
5.3 Removal. If the Director is removed from service and/or permanently
prohibited from participating in the conduct of the Company's affairs by an
order issued under Section 8(e)(4) or (g)(1) of the
Federal Deposit Insurance Act, 12 U.S.C. 1818(e)(4) or (g)(1), all obligations
of the Company under this Agreement shall terminate as of the effective date of
the order.
ARTICLE 6
CLAIMS AND REVIEW PROCEDURES
6.1 Claims Procedure. The Company shall notify any person or entity that
makes a claim for benefits under this Agreement (the "Claimant") in writing,
within 90 days of Claimant's written application for benefits, of his or her
eligibility or noneligibility for benefits under the Agreement. If the Company
determines that the Claimant is not eligible for benefits or full benefits, the
notice shall set forth (1) the specific reasons for such denial, (2) a specific
reference to the provisions of the Agreement on which the denial is based, (3) a
description of any additional information or material necessary for the Claimant
to perfect his or her claim, and a description of why it is needed, and (4) an
explanation of the Agreement's claims review procedure and other appropriate
information as to the steps to be taken if the Claimant wishes to have the claim
reviewed. If the Company determines that there are special circumstances
requiring additional time to make a decision, the Company shall notify the
Claimant of the special circumstances and the date by which a decision is
expected to be made, and may extend the time for up to an additional 90 days.
6.2 Review Procedure. If the Claimant is determined by the Company not to
be eligible for benefits, or if the Claimant believes that he or she is entitled
to greater or different benefits, the Claimant shall have the opportunity to
have such claim reviewed by the Company by filing a petition for review with the
Company within 60 days after receipt of the notice issued by the Company. Said
petition shall state the specific reasons, which the Claimant believes entitle
him or her to benefits or to greater or different benefits. Within 60 days after
receipt by the Company of the petition, the Company shall afford the Claimant
(and counsel, if any) an opportunity to present his or her position to the
Company verbally or in writing, and the Claimant (or counsel) shall have the
right to review the pertinent documents. The Company shall notify the Claimant
of its decision in writing within the 60-day period, stating specifically the
basis of its decision, written in a manner to be understood by the Claimant and
the specific provisions of the Agreement on which the decision is based. If,
because of the need for a hearing, the sixty-day period is not sufficient, the
decision may be deferred for up to another 60 days at the election of the
Company, but notice of this deferral shall be given to the Claimant.
ARTICLE 7
AMENDMENTS AND TERMINATION
This Agreement may be amended or terminated only by a written agreement
signed by the Company and the Director.
ARTICLE 8
MISCELLANEOUS
8.1 Binding Effect. This Agreement shall bind the Director and the Company,
and their beneficiaries, survivors, executors, successors, administrators and
transferees.
8.2 No Guarantee of Service. This Agreement is not a contract for services.
It does not give the Director the right to remain a Director of the Company, nor
does the Agreement interfere with the rights of the Company's shareholders not
to re-elect the Director or the right of shareholders or the Board to remove an
individual as a director of the Company. The Agreement also does not require the
Director to remain a director nor interfere with the Director's right to
terminate services at any time.
8.3 Non-Transferability. Benefits under this Agreement cannot be sold,
transferred, assigned, pledged, attached or encumbered in any manner.
8.4 Successors; Binding Agreement. The Company will require any successor
(whether direct or indirect, by purchase, merger, consolidation or otherwise) to
all or substantially all of the business and/or assets of
the Company, by an assumption agreement in form and substance satisfactory to
the Director, to expressly assume and agree to perform this Agreement in the
same manner and to the same extent that the Company would be required to perform
this Agreement if no such succession had taken place. Failure of the Company to
obtain such assumption agreement prior to the effectiveness of any such
succession shall be a breach of this Agreement and shall entitle the Director to
the Change in Control Benefit provided in Section 2.4.
8.5 Tax Withholding. The Company shall withhold any taxes that are required
to be withheld from the benefits provided under this Agreement.
8.6 Applicable Law. The Agreement and all rights hereunder shall be
governed by the laws of the State of Ohio, except to the extent preempted by the
laws of the United States of America.
8.7 Unfunded Arrangement. The Director and beneficiary are general
unsecured creditors of the Company for the payment of benefits under this
Agreement. The benefits represent the mere promise by the Company to pay such
benefits. The rights to benefits are not subject in any manner to anticipation,
alienation, sale, transfer, assignment, pledge, encumbrance, attachment, or
garnishment by creditors. Any insurance on the Director's life is a general
asset of the Company to which the Director and beneficiary have no preferred or
secured claim.
8.8 Entire Agreement. This Agreement constitutes the entire agreement
between the Company and the Director concerning the subject matter hereof. No
rights are granted to the Director by this Agreement other than those
specifically set forth herein. This Agreement supersedes and replaces in its
entirety the October 1, 2001 Director Retirement Agreement, as amended,
effective immediately.
8.9 Severability. If for any reason any provision of this Agreement is held
invalid, such invalidity shall not affect any other provision of this Agreement
not held so invalid, and each such other provision shall, to the full extent
consistent with the law, continue in full force and effect. If any provision of
this Agreement shall be held invalid in part, such invalidity shall in no way
affect the rest of such provision, not held so invalid, and the rest of such
provision, together with all other provisions of this Agreement shall, to the
full extent consistent with the law, continue in full force and effect.
8.10 Headings. The headings of Sections herein are included solely for
convenience of reference and shall not affect the meaning or interpretation of
any provision of this Agreement.
8.11 Notices. All notices, requests, demands and other communications
hereunder shall be in writing and shall be deemed to have been duly given if
delivered by hand or mailed, certified or registered mail, return receipt
requested, with postage prepaid, to the following addresses or to such other
address as either party may designate by like notice. If to the Company,
notices, requests, demands and other communications hereunder shall be addressed
to the Board of Directors, Cortland Bancorp, ▇▇▇ ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇.▇. ▇▇▇ ▇▇,
▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, or to such other or additional person or persons as
the Company shall have designated to the Director in writing by like notice. If
to the Director, notices, requests, demands and other communications hereunder
shall be addressed to the Director's address appearing on the Company's records,
or to such other or additional person or persons as the Director shall have
designated to the Company in writing by like notice.
ARTICLE 9
ADMINISTRATION OF AGREEMENT
9.1 Plan Administrator Duties. This Agreement shall be administered by a
Plan Administrator consisting of the Company's board of directors or such other
committee or person(s) as the board shall appoint. The Director may be a member
of the Plan Administrator. The Plan Administrator shall also have the discretion
and authority to (a) make, amend, interpret, and enforce all appropriate rules
and regulations for the administration of
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this Agreement and (b) decide or resolve any and all questions, including
interpretations of this Agreement, as may arise in connection with the
Agreement.
9.2 Agents. In the administration of this Agreement, the Plan Administrator
may employ agents and delegate to them such administrative duties as it sees fit
(including acting through a duly appointed representative), and may from time to
time consult with counsel who may be counsel to the Company.
9.3 Binding Effect of Decisions. The decision or action of the Plan
Administrator with respect to any question arising out of or in connection with
the administration, interpretation, and application of the Agreement and the
rules and regulations promulgated hereunder shall be final and conclusive and
binding upon all persons having any interest in the Agreement. No Director or
Beneficiary shall be deemed to have any right, vested or nonvested, regarding
the continued use of any previously adopted assumptions, including but not
limited to the discount rate and calculation method employed in the
determination of the Accrual Balance.
9.4 Indemnity of Plan Administrator. The Company shall indemnify and hold
harmless the members of the Plan Administrator against any and all claims,
losses, damages, expenses, or liabilities arising from any action or failure to
act with respect to this Agreement, except in the case of willful misconduct by
the Plan Administrator or any of its members.
9.5 Company Information. To enable the Plan Administrator to perform its
functions, the Company shall supply full and timely information to the Plan
Administrator on all matters relating to the date and circumstances of the
retirement, Disability, death, or Termination of Service of the Director, and
such other pertinent information as the Plan Administrator may reasonably
require.
IN WITNESS WHEREOF, the Director and a duly authorized Company officer have
signed this Amended and Restated Director Retirement Agreement as of the date
first written above.
DIRECTOR: COMPANY:
CORTLAND BANCORP
By:
------------------------------------- ------------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title:
---------------------------------
8
BENEFICIARY DESIGNATION
CORTLAND BANCORP
AMENDED AND RESTATED DIRECTOR RETIREMENT AGREEMENT
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
I designate the following as beneficiary of any death benefits under this
Amended and Restated Director Retirement Agreement -
Primary: _______________________________________________________________________
________________________________________________________________________________
Contingent: ____________________________________________________________________
________________________________________________________________________________
NOTE: TO NAME A TRUST AS BENEFICIARY, PLEASE PROVIDE THE NAME OF THE TRUSTEE(S)
AND THE EXACT NAME AND DATE OF THE TRUST AGREEMENT.
I understand that I may change these beneficiary designations by filing a
new written designation with the Company. I further understand that the
designations will be automatically revoked if the beneficiary predeceases me,
or, if I have named my spouse as beneficiary and our marriage is subsequently
dissolved.
Signature:
--------------------------
Date:
------------------------------
Received by the Company this _________ day of ____________, 2004.
By:
---------------------------------
Title:
------------------------------
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SCHEDULE A
CORTLAND BANCORP
AMENDED AND RESTATED DIRECTOR RETIREMENT AGREEMENT
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Normal Retirement Age: 70
EARLY
TERMINATION DISABILITY
AGE ANNUAL BENEFIT ANNUAL BENEFIT
AT PAYABLE AT PAYABLE AT CHANGE-IN-CONTROL
PLAN YEAR PLAN ACCRUAL NORMAL NORMAL BENEFIT
ENDING YEAR BALANCE @ RETIREMENT AGE RETIREMENT AGE PAYABLE IN
SEPTEMBER END 6.75% (1) (2) (2) A LUMP SUM
--------- ---- --------- -------------- -------------- -----------------
2004 56 $ 6,873 $ 2,417 $ 2,417 $ 6,873
2005 57 $ 9,813 $ 3,225 $ 3,225 $ 9,813
2006 58 $12,957 $ 3,982 $ 3,982 $12,957
2007 59 $16,320 $ 4,689 $ 4,689 $16,320
2008 60 $19,917 $ 5,350 $ 5,350 $19,917
2009 61 $23,764 $ 5,968 $ 5,968 $23,764
2010 62 $27,880 $ 6,545 $ 6,545 $27,880
2011 63 $32,282 $ 7,085 $ 7,085 $32,282
2012 64 $36,990 $ 7,590 $ 7,590 $36,990
2013 65 $42,027 $ 8,062 $ 8,062 $42,027
2014 66 $47,414 $ 8,504 $ 8,504 $47,414
2015 67 $53,176 $ 8,916 $ 8,916 $53,176
2016 68 $59,339 $ 9,302 $ 9,302 $59,339
2017 69 $65,932 $ 9,663 $ 9,663 $65,932
2018 70 $72,983 $10,000 $10,000 $72,983
(1) Calculations are approximations. Benefit calculations are based on prior
year-end accrual balances. The accrual balance reflects payment at the
beginning of each month during retirement, beginning October 1, 2018.
(2) Benefit is based on the present value of the current payment stream of the
vested accrual balance using a standard discount rate (6.75%).
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