Amendment to 2006 Stock Compensation Plan by Board of Directors
This amendment, approved by the Board of Directors on December 15, 2008, updates the 2006 Stock Compensation Plan. The changes clarify that options or stock appreciation rights cannot be modified, extended, or renewed if doing so would violate Section 409A of the Internal Revenue Code. The amendment also restricts the Committee from making decisions that would breach this tax code section and updates language regarding award agreements. The amendment aims to ensure the plan remains compliant with federal tax regulations.
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| Exhibit 10.9 | Amendment to 2006 Stock Compensation Plan |
AMENDMENT TO 2006 STOCK
COMPENSATION PLAN (THE “PLAN”)
On December 15, 2008, the Board of Directors of the Corporation approved the following amendment to The Plan:
(i) The last sentence of Section 8.1 was amended by the insertion of “(i)” prior to the words “no modification” and by the addition of the following at the end of that sentence: “and (ii) no Option or Stock Appreciation Right shall be modified, extended or renewed if such modification, extension or renewal would result in a violation of Section 409A of the Code.”
(ii) Section 10.7 was amended by the addition of the following sentence at the end thereof: “In no event shall the Committee make any determination, or take any action, under this Section 10.7 which would result in a violation of Section 409A of the Code.”
(iii) The last sentence of Section 13.1 was amended by the deletion of the words “rules adopted by the Committee” and the substitution of the following therefor: “the terms of the applicable Award Agreement.”
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