Delta Airlines 2011 Annual Report Download - page 124

Annual Base Salary will be determined in accordance with the formula set forth in Section 8(a)(iii)(A) above.
(C) Death . This Section 8(a)(iii)(C) applies to any Participant who incurs a Termination of Employment prior
to January 1, 2013 due to the Participant's death. The Participant's estate will be eligible to receive a Pro Rata MIP
Payment made in cash as soon as practicable after a Participant's Termination of Employment, but in no event later than
2½ months following the end of the year in which the Termination of Employment occurs. “Pro Rata MIP Payment”
means the result of the following formula: W × Z/12, where:
W = the Participant's Target MIP Award; and
Z = the number of calendar months the Participant was actively employed by Delta during 2012 in a MIP-eligible
position, rounded up for any partial month.
(b) Other Changes in Employment Status. The terms of this Section 8(b) shall apply to circumstances
involving new hires, promotions, demotions, transfers or leaves of absence during 2012. After a Participant's Target MIP
Award is determined under this Section 8(b), the appropriate weighting of performance measures will apply to each
portion of such Target MIP Award as set forth in Section 5 above. For partial calendar months, the change in employment
status will be considered effective as of the 1st day of the month in which there is a change in status; provided, however, in
the event that a Participant was (i) on a Disability leave of absence for a period of less than one calendar month during
2012 and (ii) actively at work for at least one full day during such calendar month, the Participant will be deemed to have
been employed in a MIP-eligible position for the entire calendar month. The end of year LPM will apply to any Individual
Performance measure applicable to the Participant unless the Participant is no longer subject to the LPM process after the
change in employment status, in which case the most recent LPM will apply. Any MIP Awards payable under this Section
8(b) will be paid at the same time and in the same manner as such awards are paid to active Participants, subject to
Section 7(b) above.
(i) New Hires. With respect to any individual who becomes employed by Delta as a grade 8 or any more senior
MIP-eligible position during 2012 but after January 1, 2012, such individual will be a Participant in the MIP and will be
eligible to receive an award under the MIP for 2012; provided, that such Participant's Annual Base Salary will be the
result of the following formula: X × Y/12, where:
X = the Participant's annual base salary as of December 31, 2012; and
Y = the number of calendar months the Participant was actively employed by Delta in a MIP-eligible position during
2012, rounded up for any partial month.
(ii) Promotions. Participants who are either promoted into a MIP-eligible job level or promoted into a higher
level of MIP participation during 2012 will have their Target MIP Award calculated based on their annual base salary at
each MIP-eligible job level (measured as of the date immediately prior to the date the promotion is considered effective
for purposes of the MIP, if applicable, as described in the first paragraph of Section 8(b) above, and as of December 31,
2012) and the number of calendar months they were employed in each such capacity, multiplied by the relevant total
target award percentage applicable to their position or positions during the relevant period.
(iii) Demotions. Participants who are either demoted to a position that is not eligible to participate in the MIP or
demoted to a lower level of MIP participation during 2012 will have their
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