Cardinal Health, Inc. Human Resources and Compensation Committee Resolutions Amending Equity Incentive Plans (May 7, 2002)

Contract Categories: Human Resources › Compensation Agreements
Summary

Cardinal Health, Inc.'s Human Resources and Compensation Committee adopted resolutions clarifying and amending the definition of "retirement" in the company's Amended and Restated Equity Incentive Plan and Broadly-based Equity Incentive Plan. The amendment specifies that only years of continuous service with a subsidiary, before it became part of Cardinal Health, count toward retirement eligibility. To retire under these plans, an employee must be at least 55 years old, have at least 10 years of continuous service (including qualifying subsidiary service), and at least 5 years of continuous service with Cardinal Health itself.

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EX-10.2.3 9 l27624aexv10w2w3.htm EX-10.2.3 EX-10.2.3  

Exhibit 10.2.3
CARDINAL HEALTH, INC.
RESOLUTIONS OF THE HUMAN RESOURCES AND
COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS
ADOPTED ON MAY 7, 2002
RESOLVED, that the reference to years of service with a subsidiary of the Company prior to the time that such subsidiary became a subsidiary of the Company provided for in clause (i) of the penultimate sentence of Section 5(g) (definition of retirement) of the Company’s Amended and Restated Equity Incentive Plan, as amended (the “Equity Incentive Plan”) and the Company’s Broadly-based Equity Incentive Plan, as amended (the “Broadly-based Plan”), is hereby clarified that the years of service is intended to include only years of continuous service with such subsidiary.
RESOLVED, further, that, consistent with such clarifications, the penultimate sentence of Section 5(g) of the Equity Incentive Plan and the penultimate sentence of Section 5(g) of the Broadly-based Plan each is hereby amended to provide as follows:
     For purposes of the Plan, unless otherwise determined by the Committee, retirement shall mean voluntary termination of employment by a participant from the Company after attaining age fifty-five (55) and having (i) at least ten (10) years of continuous service with the Company, including continuous service with a subsidiary of the Company prior to the time that such subsidiary became a subsidiary of the Company, and (ii) at least five years of continuous service with the Company, excluding service with a subsidiary of the Company prior to the time that such subsidiary became a subsidiary of the Company.