BEMIS SUPPLEMENTAL BIPSP (As Amended Effective January 1, 2014)

“Beneficiary” means the person or persons the Participant designated as such under the BIIP. If there is no designated Beneficiary under the BIIP, the Beneficiary will be determined as provided in BIIP Sec. 7.3.

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

“BIPSP” means the Bemis Investment Profit Sharing Plan, which is part of the BIIP.

“Change in Control” means any event which qualifies as a change in the ownership or effective control or a change in the ownership of a substantial portion of the assets of the Company or another member of the Control Group pursuant to Code §409A and any applicable regulations interpreting said section.

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

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

“Disability Retirement” is defined in the BIIP.

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

“Excess Certified Earnings” for a Plan Year makes the amount, if any, which was excluded from an individual’s Certified Earnings due to the annual limit under Code §401(a)(17), which is $245,000 for 2009 and is subject to a cost-of-living adjustment for Plan Years after 2009.

“Group B Participant” was defined in the BIIP as in effect prior to 2014, and was relevant in determining eligibility for this Plan.

“Hour of Service” is defined in the BIIP.

“Interest” means interest at an annual rate of 7%, compounded annually. This rate will be reviewed by the Company every fifth Plan Year or more frequently to assure that it remains a “reasonable rate of interest” for purposes of Treas. Reg. 31.3121(v)(2)-1(d)(2).

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

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

To share in the allocations for a Plan Year under this Plan, a Participant must meet all of the following requirements:

He or she is a Qualified Employee on December 31 of the Plan Year. No allocation will be made to a Participant’s Account for a Plan Year if he or she had a Separation from Service prior to the end of the Plan Year, or transferred to a position such that he or she was not a Qualified Employee at the end of the Plan Year.

He or she completed at least 1000 Hours of Service during said Plan Year.

He or she had Excess Certified Earnings for the Plan Year.

An additional allocation in an amount up to 3% of his or her Excess Certified Earnings, as determined by the Company in its sole discretion. (The percent allocated under this paragraph will be the same as the percent allocated under Sec. 5.7(b) of the BIIP.)

If the Participant’s Separation from Service occurs under any of the following circumstances, the vested percentage is 100% and the entire Account balance will be payable:

The Separation from Service occurs after the Participant has completed at least three years of Aggregate Continuous Service.    

The Separation from Service occurs after the Participant has attained age 65, regardless of length of service.

The Separation from Service is a Disability Retirement.

The Separation from Service is due to the Participant’s death.

If the Participant is living, the Vested Account balance, if any, will be paid to the Participant in a lump sum during the Plan Year following the Plan Year in which the Participant’s Separation from Service occurred. Said payment may not be made earlier than the first day of the seventh month after the month in which the Separation from Service occurred. For example, if Participant’s Separation from Service occurs on October 15, 2010, the payment will be made during 2011, but not earlier than May 1, 2011.

If the Participant is no longer living (e.g. the Participant’s Separation from Service was due to his or her death, or the Participant died after Separation from Service but before payment of his or her vested account balance), the vested account balance will be paid to the Participant’s Beneficiary. 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.

The Plan will be administered in behalf of the Company by the Committee. The Committee has discretionary authority to construe the terms of the Plan, and the Committee’s determinations shall be final and binding on all persons. The Committee may delegate all or any part of its administrative responsibilities to employees of the Company.

No Participant shall have any right to assign, pledge, transfer or otherwise hypothecate this Plan or the payments hereunder, in whole or in part. Benefits under this Plan will not be subject to execution, attachment, or similar process.

This Plan constitutes the Company’s unconditional promise to pay the amounts which become payable pursuant to the terms hereof. A Participant’s rights are solely those of an unsecured wage creditor. This Agreement does not give any Participant a security interest in any specific assets of the Company. The Company may establish a trust for the purpose of paying all or any part of the benefits payable under the Plan. If such a trust is established, the trust’s assets will be subject to the claims of the Company’s creditors, and the trust’s assets will not be considered Plan assets for purposes of ERISA.

The Committee may, in its sole discretion, arrange for payment by each Participating Employer of the amounts the Committee determines are attributable to service with that Participating Employer. Absent such arrangements, a Participant’s entire benefit shall be paid by the Participating Employer by which the Participant was last employed. The Committee may also arrange for one Participating Employer to serve as agent for the other Participating Employers for purposes of issuing benefit payment checks under the Plan.

This Plan shall not be construed as a contract of employment and does not restrict the right of the Company or any other member of the Control Group to discharge the Participant or the right of the Participant to terminate employment.

The provisions of this Plan shall be construed according to the laws of Wisconsin.

This Plan shall be binding upon and for the benefit of the successors and assigns of the Company, whether by way of merger, consolidation, operation of the law, assignment, purchase or other acquisition of substantially all of the assets or business of the Company, and any such successor or assign shall absolutely and unconditionally assume all of the Company’s obligations hereunder.

The Plan may be amended from time to time by the Company, subject to the following:

The amendment must be approved by the Board or Committee, except as follows:

The Chief Executive Officer of the Company also may amend the Plan, provided the amendment does not materially increase the cost of the Plan or the amount of benefits provided by the Plan.

In addition, the Board or Committee may delegate to the Chief Executive Officer authority to approve amendments not falling with the scope of (A).

No amendment will have the effect of reducing vested benefits accrued prior to the date of the amendment.