Fourth Amendment to Moody's Corporation Profit Participation Plan

Contract Categories: Human Resources › Profit Sharing Plans
Summary

This amendment updates Moody's Corporation's Profit Participation Plan, effective January 1, 2013. It introduces a new definition for 'Threshold' related to increases in Pro-forma Earnings Per Share and revises the conditions under which employees receive profit sharing contributions. Employees must be actively employed and classified as full-time or part-time on December 31 of the plan year to qualify. The amount of profit sharing is based on the company's earnings performance, with specific contribution percentages tied to performance levels. Legal restrictions, such as those under the Dodd-Frank Act, may limit eligibility for contributions.

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EX-10.39 3 d447202dex1039.htm EX-10.39 EX-10.39

EXHIBIT 10.39

FOURTH AMENDMENT TO THE

PROFIT PARTICIPATION PLAN OF

MOODY’S CORPORATION

The Profit Participation Plan of Moody’s 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 Employee’s 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 Dodd–Frank Wall Street Reform and Consumer Protection Act) prohibits the Participant from being credited with such Profit Sharing Contribution.

 

    MOODY’S 2012 10-K