FOURTH AMENDMENT TO THE PROFIT PARTICIPATION PLAN OF MOODYS CORPORATION
EXHIBIT 10.39
FOURTH AMENDMENT TO THE
PROFIT PARTICIPATION PLAN OF
MOODYS CORPORATION
The Profit Participation Plan of Moodys Corporation is hereby amended as follows, effective as of January 1, 2013:
1. A new Section 2(m) is added to read as follows:
Threshold means an Increase in Pro-forma Earnings Per Share equal to the greater of (i) ten percent (10%) or (ii) two percent (2%) in excess of targeted Earnings Per Share percentage growth for the Plan Year.
2. Section 4.3 is amended to read as follows:
In the event the Increase in Pro-forma Earnings Per Share for any Plan Year equals or exceeds the Threshold, the Company shall make Profit Sharing Contributions for such Plan Year. In order to receive a Profit Sharing Contribution for a Plan Year, a Participant must be actively employed by the Company or an Affiliate on December 31 of the applicable Plan Year and be classified by the Company or the Affiliate as a full-time or part-time employee as of such date. Such Profit Sharing Contributions and the allocation thereof shall be determined in accordance with the following table:
Increase in Pro-forma Earnings Per Share for the Plan Year | Profit Sharing Contribution (Percentage of Eligible Employees Compensation for the Plan Year) | |||
Threshold | 0.4% | |||
3% above Threshold | 0.9% | |||
5.5% above Threshold | 1.2% | |||
8% above Threshold | 1.6% | |||
10% or more above Threshold | 1.8% |
If the Increase in Pro-forma Earnings Per Share for any Plan Year results in a percentage between any two percentages shown on the above table, the Company shall compute the Profit Sharing Contribution amounts by mathematical interpolation and rounding the right-hand column upward to the one-tenth of one percent of Compensation, subject to the first sentence of this Section 4.3.
Notwithstanding the foregoing, in no event shall a Profit Sharing Contribution be credited to the Account of a Participant if applicable law (including, without limitation, the DoddFrank Wall Street Reform and Consumer Protection Act) prohibits the Participant from being credited with such Profit Sharing Contribution.
MOODYS 2012 10-K |