Amendment to Unocal Corporation 1991 Management Incentive Program (Effective July 24, 1995)
Unocal Corporation's Board of Directors approved amendments to its 1991 Management Incentive Program, specifically updating the Long-Term Incentive Plan and the Revised Incentive Compensation Plan. The amendments allow the company to withhold shares of stock, instead of requiring cash, to cover withholding taxes owed by participants. The value of the withheld shares will be based on the average of the high and low prices on the New York Stock Exchange for the first trading day after the restriction period ends.
Exhibit 10.4(F)(2)
On July 24, 1995 the Board of Directors of Unocal Corporation approved the following amendments to the 1991 Management Incentive Program:
The Long-Term Incentive Plan of 1991 and the Revised Incentive Compensation Plan are amended with the addition of the following language to Sections 10(b) and 7(b), respectively, dealing with withholding taxes:
‘The Company may, in lieu of requiring cash payment of any such taxes, elect to withhold from Stock payments a number of whole shares of Stock whose value is at least equal to the amount of such taxes. Valuation for this purpose shall be the average of the reported high and low prices of the Stock as reported in the New York Stock Exchange - Composite Transactions for the first trading date following the Restriction Period.’”
