First Amendment to H.B. Fuller Company 2003 Directors' Deferred Compensation Plan
H.B. Fuller Company has amended its 2003 Directors' Deferred Compensation Plan, which provides deferred compensation benefits to non-employee board members. The amendment changes the definition of a "Change in Control" by increasing the ownership threshold from 15% to 30%. All other terms of the plan remain unchanged. This amendment was signed by the company's President and CEO on January 24, 2008.
Exhibit 10.5
FIRST AMENDMENT
OF
H.B. FULLER COMPANY
2003 DIRECTORS DEFERRED COMPENSATION PLAN
H.B. Fuller Company (H.B. Fuller) maintains a nonqualified, unfunded deferred compensation plan (the Plan) for the benefit of the non-employee members of its board of directors which is currently embodied in a document entitled H.B. Fuller Company Directors Compensation Plan (the Plan Statement). The Plan Statement is hereby amended as follows:
1. DEFINITION OF CHANGE IN CONTROL. Effective January 23, 2008, Section 1.1(d)(ii) of the Plan Statement is amended by replacing the number 15% with the number 30%.
2. SAVINGS CLAUSE. Save and except as hereinabove expressly amended, the Plan Statement shall continue in full force and effect.
Dated: January 24, 2008 | H.B. FULLER COMPANY | |||||||
By: | /s/ Michele Volpi | |||||||
Its: | President and Chief Executive Officer |