CONAGRA BRANDS, INC.
VOLUNTARY DEFERRED COMPENSATION PLAN
(January 1, 2017 Restatement)
WHEREAS Conagra Brands, Inc. (the Company) sponsors the Conagra Brands, Inc. Voluntary Deferred Compensation Plan, effective January 1, 2017 (the Plan); and
WHEREAS, the Companys Human Resources Committee (the HRC) has the authority, pursuant to Section 9.1 of the Plan, to amend the Plan; and
WHEREAS, the HRC desires to amend the Plan to (1) change the eligibility criteria under the Plan, (2) increase the minimum deferral percentage, (3) remove the minimum age for installment distributions, and (4) remove the maximum age to commence a distribution.
NOW, THEREFORE, the Plan is amended, effective January 1, 2021, in the following respects:
|1. || |
Article II of the Plan is amended to read as follows:
Compensation Deferral Contributions may be made by those employees of the Employer who either have been selected by, and at the sole and absolute discretion of, the Human Resources Committee, or who are categorized by the Company or a Related Company as a grade level 24 or higher. Any Participant who has a balance in the Plan shall be a Participant with respect to such balance and any earnings or losses thereon. The Committee may increase from time to time the required grade level, and the Committee may amend the Plan accordingly, all without the approval of the Human Resources Committee or the Board.
Notwithstanding any provision in the Plan to the contrary, the Plan is intended to be a nonqualified deferred compensation plan for a select group of management or highly compensated employees (as that expression is used in ERISA) and participation shall be limited to such employees. Each Participant shall continue to be a participant in the Plan until all payments due under the Plan have been paid. The Human Resources Committee may determine at any time that a Participant shall no longer be eligible to make Compensation Deferral Contributions.
Notwithstanding any provision apparently to the contrary in the Plan or in any written communications, summary, resolution, oral communication or other document, in the event it is determined that a Participant will no longer be eligible to make Compensation Deferral Contributions, then the election for