APS 2015 Annual Report Download - page 199

DEFERRED COMPENSATION PLAN OF 2005 FOR
EMPLOYEES OF PINNACLE WEST CAPITAL CORPORATION AND AFFILIATES
Effective January 1, 1992, Pinnacle West Capital Corporation, an Arizona corporation (the “Company”), established the
Pinnacle West Capital Corporation, Arizona Public Service Company, SunCor Development Company and El Dorado Investment
Company Deferred Compensation Plan (the “Prior Plan”). Effective December 31, 2004, the Company restated the Prior Plan in its
entirety to incorporate all prior amendments to the Prior Plan as in effect on October 3, 2004, and to cease future deferrals thereunder
after December 31, 2004. Effective January 1 , 2005, the Company established a new deferred compensation plan that was
substantially similar to the Prior Plan, except to the extent required by Section 409A of the Internal Revenue Code of 1986, as
amended, and was known a s the Deferred Compensation Plan o f 2005 for Employees o f Pinnacle West Capital Corporation and
Affiliates (“2005 Plan”) for the purpose of providing specified benefits to a select group of management, highly compensated
employees and Directors who contribute materially to the continued growth, development and future business success of the Company,
Arizona Public Service Company, Suncor Development Company, El Dorado Investment Company, and their subsidiaries. The 2005
Plan applied to deferred compensation which was either earned or first became vested after December 31, 2004, applying the rules set
forth in Treasury Regulation Section 1.409A-6. As a result, the 2005 Plan applied to any interest credits above the Base Rate (as
defined in the 2005 Plan) with respect to the December 31, 2004 Account Balance of any Participant who had less than five years of
Plan Participation as of December 31, 2004. Otherwise, the 2005 Plan did not apply to an individual’s December 31, 2004 Account
Balance and any interest credited to such Account Balance.
By this instrument the Company intends to amend and restate the 2005 Plan in its entirety to make certain modifications the
Company deems appropriate (the “Plan”). This amended and restated Plan is effective on January 1, 2016 (the “Effective Date”) and
only applies to Participants who incur a Separation form Service on or after the Effective Date. The plan document as in effect on the
date of the Participant’s Separation from Service will apply to Participants who terminate employment prior to the Effective Date.
ARTICLE 1
Definitions
Unless otherwise clearly apparent from the context, the following phrases or terms shall have the following indicated meanings
for purposes of the Plan:
1.1 “Account Balance” shall mean the sum of (i) the Deferral Amount and (ii) interest credited in accordance with all the
applicable interest crediting provisions of the Plan, reduced by all Short-Term Payouts and other distributions, i f any. The term
“Account Balance” does not include any Discretionary Credits allocated to the Participant in accordance with Section 3.9.