BEMIS SUPPLEMENTAL RETIREMENT PLAN FOR SENIOR OFFICERS (As Amended Effective January 1, 2014)

Section 1.    Purpose of Plan. The Bemis Supplemental Retirement Plan for Senior Officers (the “Plan”) has been established to provide supplemental benefits in addition to those provided through the Retirement Plan and Regular SERP. By providing said benefits, the Plan provides deferred compensation for a select group of management or highly compensated employees and therefore is exempt from most requirements of ERISA. The Plan is intended to comply with the requirements of Code §409A.

Section 2.    Transition Rules. The Plan as set forth herein applies to Participants with Separations from Service after December 31, 2013. Benefits which commenced after December 31, 2007 and payable to Participants whose Separations from Service occurred prior to January 1, 2014 were paid pursuant to the Plan as amended and restated in 2008.

Benefits which commenced during 2005-2008 are being paid pursuant to transition rules applicable under Code §409A.

Benefits commencing prior to 2005 were paid under the Plan as previously in effect.

Section 3.    Definitions. The following definitions shall apply for purposes of this Plan:

(1)    The Participant’s spouse.

Determination of the identity of the Beneficiary in each case shall be made by the Company. If a Beneficiary survives the Participant, but dies before payment of all amounts to which the Beneficiary is entitled, any remaining payments will be made to the Beneficiary’s estate.

(c)    “BIIP” means the Bemis Investment Incentive Plan as amended from time to time.

(d)    “BIPSP Offset” means the amount calculated as provided in Section 12.

(e)     “Board” means the board of directors of the Company.

(g)    “Code” means the Internal Revenue Code of 1986, as from time to time     amended.

(h)    “Committee” means the Compensation Committee of the Board.

(i)    “Company” means Bemis Company, Inc., a Missouri corporation.

(j)    “Control Group” means the Company and any trade or business under common     control with the Company within the meaning of Code §414(b) and (c).

(k)    “Deemed Commencement Date” is defined in Section 13.

(m)    “ERISA” means the Employee Retirement Income Security Act of 1974, as from     time to time amended.

(n)    “Final Average Earnings” as defined in the Retirement Plan, subject to the     following adjustments:

(o)    “Normal Retirement Age” is defined in the Retirement Plan.

(p)    “Participant” means an individual designated as such pursuant to Section 4.

(q)    “Participating Employer” means each corporation which is a member of the     Control Group and which employs one or more Participants.

(r)    “Participation Agreement” is the agreement entered into between a Participant     and the Company regarding participation in this Plan.

(s)    “Plan Year” means the 12 month period ending each December 31.

(t)    “Qualified Spouse” is defined in Sec. 7.1 of the Retirement Plan.

(u)    “Regular SERP” means the Bemis Supplemental Retirement Plan as amended     from time to time.

(v)    “Retirement Plan” means the Bemis Retirement Plan as amended from time to     time.

(w)    “Separation from Service” is defined in Code §409A(a)(2)(A)(i) and applicable     guidance thereunder, which generally provides that:

(x)    “Supplemental Accrued Benefit” is defined in Section 6.

Section 4.    Eligibility to Participate. Participants shall be designated by the Committee from among senior officers of the Company. The Company will enter into a Participation Agreement with each Participant.

Section 5.    Eligibility for a Benefit (Vesting). If a Participant’s Separation from Service occurs for a reason other than his or her death under either of the following circumstances, he or she shall be entitled to a Supplemental Accrued Benefit determined as provided in Sections 6, 7 and 8:

If a Participant’s Separation from Service occurs after he or she has met the requirements of (a) or (b) and the Participant dies after Separation from Service but before his or her benefit commencement date under Section 7(a), no benefit will be payable under Section 7, but the Participant’s Qualified Spouse, if any, shall be entitled to a Supplemental Preretirement Death Benefit determined as provided in Section 9. Also, if a Participant’s Separation from Service is due to his or her death and occurs after he or she has met the requirements of (a) or (b), no benefit will be payable under Sections 6 and 7 and the Participant’s Qualified Spouse, if any, shall be entitled to a Supplemental Preretirement Death Benefit determined as provided in Section 9. However, if a Participant dies after electing a lump sum or 120 monthly installments under Section 8 but before the lump sum or installments are paid, the lump sum or remaining installments will be paid as provided in Section 8, and no benefit will be paid under Section 9.

No benefit will be payable under the Plan if the Participant’s Separation from Service occurs before the Participant met the foregoing age and service requirements.

Section 6.    Supplemental Accrued Benefit. A Participant’s “Supplemental Accrued Benefit” is a monthly amount equal to the amount in (a) minus the amount in (b):

Section 7.    Form of Payment and Commencement Date. Except as provided in Section 8, a Participant’s benefit under Section 6 shall be paid as follows:

whichever is applicable, and the optional settlement factors in Retirement Plan Sec. 4.10(a).

Section 8.    Alternative Forms of Payment.    In lieu of a monthly annuity in a form provided in Section 7(d), a Participant may elect to receive his or her benefit in the form of a lump sum under (a) of this section or in 120 monthly installments as provided in (b) of this section, subject to the following:

of 2011 would have been paid as of September 1, 2011, and his lump sum payment will be made during September, 2016.

Such payment will be made on a date determined by the Company which shall not be later than December 31 of the Plan Year in which the Participant died. For this purpose, if the Participant’s death occurs in October, November, or December, as permitted by Code §409A, payment will be considered timely if made not later than the fifteenth day of the third month after the month in which the Participant died.

However, if a Participant makes a lump sum election after December 31, 2008, and dies within 12 months after making the election, as required by Code §409A, the lump sum election will be of no force or effect and no lump sum payment will be made. The restriction in the preceding sentence does not apply to lump sum elections made on or before December 31, 2008.

(1)    Such an election must be made not later than December 31, 2008 and is     irrevocable after said date.

(A)    If the Participant dies after attaining age 55, the remaining     installments will be paid to the Participant’s Beneficiary.

Section 9.    Supplemental Preretirement Death Benefit. The Supplemental Preretirement Death Benefit payable to a Qualified Spouse will be a monthly amount equal to the amount in (a) minus the amount in (b):

(A)    The Participant survived to the applicable date.

(1)    The Participant survived to the applicable date.

Spouse beginning on the applicable date which is the Actuarial Equivalent thereof.

If payment begins before the Participant would have attained Normal Retirement Age, the amounts in (a) and (b)(2) will not be subject to reduction for early commencement.

Said death benefit will commence on whichever of the following dates is applicable (the “applicable date”):

However, if the Participant elected a lump sum or 120 monthly installments pursuant to Section 8, no benefit will be paid under this section.

Section 10.    Benefits Under This Plan and the Regular SERP Must be Paid in the Same Form. Any benefits payable to a Participant under the Regular SERP must be paid in the same form as his or her benefit under this Plan. For example, a Participant’s lump sum election under this Plan will also apply to any benefits payable under the Regular SERP. Similarly, if a Participant chooses a life and 10 years certain annuity, both plans will pay in that form.

Section 11.    Mandatory Cash-Out of Certain Benefits.

(1)    The Actuarial Equivalent of the benefits payable under this Plan.

The amounts in (1) and (2) shall be determined as of the first day of the seventh month following the month in which the Participant’s Separation from Service occurs and shall be paid during said seventh month.

(b)    In any case where the sum of the following amounts is $100,000 or less as of the date of a Participant’s death, in lieu of monthly benefits, the Company shall pay the Participant’s Beneficiary a lump sum death benefit equal to the sum of said amounts:

(1)    The Actuarial Equivalent of the death benefit payable under this Plan.

(2)    The Actuarial Equivalent of the death benefits payable under the Regular SERP, if any.

The amounts in (1) and (2) shall be determined as of the date of the Participant’s death. Payment will occur on a date determined by the Company which shall be not later than December 31 of the Plan Year in which the Participant’s death occurred. For this purpose, if a Participant’s death occurs in October, November, or December, as permitted by Code §409A, payment will be considered timely if made not later than the fifteenth day of the third month after the month in which the Participant’s death occurred.

Section 12.    Interest on Delayed Payments.

Section 13.    BIPSP Offset. The BIPSP offset will be determined as follows:

(a)     The Company will determine the sum of the following amounts:

    

Section 14.    Misconduct. No benefits will be paid to a Participant under this Plan if the Participant’s Separation from Service occurs due to commission of any act of fraud, misappropriation, or embezzlement, or due to commission of a felony in connection with his or her termination (or such grounds for termination existed at the time of Participant’s Separation from Service for other reasons).

Section 15.    Miscellaneous Provisions.

Section 16.    Change In Control. If a Change in Control occurs, the Board or Committee may, without the consent of any Participant affected thereby, terminate the Plan and all substantially similar plans. Upon such termination, each Participant who has met the requirements of (a) or (b) as of the date the Plan is terminated will receive an immediate lump sum payment equal to the Actuarial Equivalent of his or her benefit under this Plan:

Any such termination of the Plan must occur during the 1-month period preceding or the 12-month period following the Change in Control. The lump sum payments must be completed within 12 months after the Plan is terminated.