Delta Airlines 2014 Annual Report Download - page 445

Y = the number of calendar months the Participant was actively employed by Delta during 2015 in a MIP-
eligible position, rounded up for any partial month.
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(B) Termination of Employment Without Cause or Resulting in Benefits under the Severance Plans
. This
Section 8(a)(iii)(B) applies to any Participant who incurs a Termination of Employment prior to January 1, 2016 due to
either (1) a Termination of Employment by the Company without Cause or (2) for any other reason that entitles such
Participant to benefits under the Delta Air Lines, Inc. 2009 Officer and Director Severance Plan or any other Company-
sponsored severance plan in which a Participant is eligible to participate (the “ Severance Plans ”).
Subject to the
Participant’
s execution of a waiver and release of claims in a form and manner satisfactory to the Company, such
Participant will be eligible to receive a MIP Award based on an adjusted annual base salary amount, but otherwise in the
same manner, to the same extent and at the same time as the Participant would have received such MIP Award if such
Participant’s employment had continued through December 31, 2015 ( i.e.
, based on achievement of applicable
performance measures). The Participant’
s 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, 2016 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 2015 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 2015. 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 1
st
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
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For purposes of the MIP, one calendar month is calculated from the date of measurement to the same or closest numerical date occurring during the following month.
For example, one calendar month from January 31, 2015 will elapse as of February 28, 2015, two months will elapse on March 31, 2015, and so on.
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