Addendum to Employment Agreement Between Ingersoll Rand and Michael Lamach (Severance Terms)
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Summary
This addendum outlines severance terms for Michael Lamach in case he is involuntarily terminated from Ingersoll Rand for reasons other than gross cause. If terminated before February 14, 2009, he will receive 18 months of base salary; after that date, 12 months. He is also entitled to a full year’s annual incentive payment, accelerated vesting and extended exercise period for certain stock options, and pro-rata or accelerated vesting of performance awards. These terms modify his original employment agreement dated December 24, 2003.
EX-10.2 3 v116880_ex10-2.htm Unassociated Document
June 4, 2008
Mr. Michael Lamach
107 Eastham Court
Mooresville, NC 28117
Dear Mike,
As an addendum to our employment agreement (dated December 24, 2003), the following severance arrangements are being provided in the event of your involuntary termination from Ingersoll Rand for other than gross cause.
| a. | Severance payment of eighteen months base salary if termination occurs before February 14, 2009 (within five years of date of hire); and twelve months base salary if termination occurs after this date. |
| b. | Full year payment of Annual Incentive Matrix (AIM) according to plan provisions up to target level. |
| c. | Stock Options: The special retention grant of 100,000 options to be awarded on the first trading day following the Trane closing will have the following special treatment: |
| i. | These options will become fully vested (accelerated) on the date of termination (as defined above); |
| ii. | They will remain exercisable for a period of 18 months following such termination. |
| d. | Performance Share Program (PSP) or future Long Term Incentive Plan (LTIP): |
| i. | Current year Award: pro-rata payment of award earned as of termination date, paid according to the plan provisions up to target. |
| ii. | Prior year Award: Accelerated vesting to termination date. |
Sincerely,
Herbert L. Henkel
Chairman, President and
Chief Executive Officer
| cc: | Marcia Avedon |
Rob Butler
