Delta Airlines 2009 Annual Report Download - page 150

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Examples:
1. Assume a Participant who is a not an Executive Officer Participant receives a Performance Award of $25,000 at the target level and that, as of the
end of the Performance Period, Delta ranks number four (4) in Cumulative Revenue Growth (resulting in a payout at 75% of the weighted target
under that measure) and number three (3) in Average Annual Pre-Tax Income Margin (resulting in a payout at 100% of the weighted target under
that measure). This Participant will be eligible to receive a payout of $21,875, which is the result of the following formula: (($25,000 × 75%) ×
50%) + (($25,000 × 100%) × 50%).
2. Using the same Participant in Example 1 above, assume that, as of the end of the Performance Period, Delta ranks number two (2) in Cumulative
Revenue Growth (resulting in a payout at 150% of the weighted target under that measure) and number one (1) in Average Annual Pre-Tax Income
Margin (resulting in a payout at 200% of the weighted target under that measure). This Participant will be eligible to receive a payout of $43,750,
which is the result of the following formula: (($25,000 × 150%) × 50%) + (($25,000 × 200%) × 50%).
(vi) Timing of Payment. The payout, if any, of any Performance Awards that vest under Section 4(b)(v) will be made as soon after the end of the
Performance Period as the payment amount can be finally determined, but in no event later than March 15, 2012, unless it is administratively impracticable
to do so, and such impracticability was not foreseeable at the end of 2011, in which case such payment shall be made as soon as administratively
practicable after March 15, 2012.
(vii) Accelerated Vesting/Forfeiture upon Termination of Employment. The Performance Awards are subject to the following terms and
conditions.
(A) Without Cause or For Good Reason. Upon a Participant's Termination of Employment by the Company without Cause or by the
Participant for Good Reason (including the Termination of Employment of the Participant if he is employed by an Affiliate at the time the
Company sells or otherwise divests itself of such Affiliate), the Participant's target Performance Award will be recalculated and will be the result
of the following formula (the "Adjusted Performance Award"): S × (T ÷ 24) where,
S = the Participant's target Performance Award as of the Grant Date; and
T = the number of calendar months from January 1, 2010 to the date of such Termination of Employment (rounded up for any partial month).
Thereafter, the Participant will be eligible to receive a payment, if any, in cash based on the Adjusted Performance Award which will vest and
become payable under Section 4(b)(v) in the same manner and to the same extent as if the Participant's employment had continued.
(B) Voluntary Resignation. Upon a Participant's Termination of Employment by reason of a voluntary resignation (other than for Good
Reason or Retirement), the Participant will immediately forfeit any unpaid portion of the Performance Award as of the date of such Termination
of Employment.
(C) Retirement. Subject to Section 4(b)(vii)(F) below, upon a Participant's Termination of Employment due to Retirement, the Participant's
target Performance 7