Change of Control Severance Plan for Designated Executives Effective December 15, 2023

Summary

This document outlines the Change of Control Severance Plan for certain executives, effective December 15, 2023. It specifies the eligible participants and their benefit levels, which determine the amount of severance pay and benefits they would receive if their employment ends due to a change of control. Key benefits include cash severance based on salary and target incentives, a pro-rated incentive award for the year of termination, continued retirement plan benefits, and medical, dental, and life insurance coverage during the severance period. Some participants are not eligible for excise tax gross-up provisions.

EX-10.22 5 aee202310-kxexhibit1022.htm REVISED CHANGE OF CONTROL SEVERANCE PLAN Document

Exhibit 10.22

SCHEDULE I

CHANGE OF CONTROL SEVERANCE PLAN PARTICIPANTS

EFFECTIVE DECEMBER 15, 2023


Benefit Level1 - 3
Birk, Mark C.			Moehn, Michael
Diya, Fadi			Nwamu, Chonda *
Lyons, Martin J.			Singh, Leonard *


Benefit Level1 - 2
Amirthalingam, Bhavani *


*			Not eligible for excise tax gross-up provisions (for new officers effective on or after October 1, 2009)

1 Severance benefits include:

•Cash severance, defined as a multiple of i) annual base pay and ii) target short-term incentive award, with the multiple specified above as the "Benefit Level"

•A short-term incentive award for the year of termination (pro-rated at target)

•The actuarial equivalent of the additional benefit that would be received under the qualified defined benefit retirement plans and any excess or supplemental retirement plans in which the executive participates if the executive's employment continued during the severance period

•Medical, dental and life insurance benefits for the duration of the severance period