Mondelez 2012 Annual Report Download - page 409

MONDELĒZ GLOBAL LLC
SUPPLEMENTAL BENEFITS PLAN II
(Effective as of September 1, 2012)
SECTION 1
General
1.1 History, Purpose and Effective Date . Kraft Foods, Inc. (later known as Kraft Foods North America, Inc. and, effective March 19,
2004, as Kraft Foods Global, Inc.), a Delaware corporation (effective March 16, 2012, converted to Kraft Foods Group, Inc., a Virginia
corporation) (“ KFGI ”), established the Kraft Foods, Inc. Supplemental Benefits Plan II (known (i) effective December 31, 2002, as the Kraft
Foods North America, Inc. Supplemental Benefits Plan II, (ii) effective March 19, 2004, as the Kraft Foods Global, Inc. Supplemental Benefits
Plan II, and (iii) effective March 16, 2012, as the Kraft Foods Group, Inc. Supplemental Benefits Plan II) (the “ Kraft Plan ”), to enable the
eligible employees of the Employers (as defined in subsection 1.2) to receive retirement income and other benefits in addition to the retirement
income and other benefits payable under the qualified plans of the Employers. The Kraft Plan was amended and restated from time to time
thereafter.
Kraft Foods Inc. (“ Kraft Foods ”) intends to distribute to its shareholders its entire interest in KFGI, its subsidiary. On the effective date
of this distribution (the “ Spin Date ”), Kraft Foods will change its name to Mondelēz International, Inc. (“ Mondelēz International ”).
Effective as of September 1, 2012 (the “ Effective Date ”), KFGI hereby establishes the Mondelēz Global LLC Supplemental Benefits Plan II
(the “ Mondelēz Global Plan ”) for the benefit of participants in the Kraft Plan who (1) will become employed by Mondelēz International’s
subsidiary, Mondelēz Global LLC (“ Mondelēz Global ”), or a Related Company as of the close of business on the Spin Date (including any
employee whose employment transfers from KFGI or an affiliate of KFGI to Mondelēz Global or a Related Company within 90 days after the
Spin Date pursuant to that certain Employee Matters Agreement between Kraft Foods and KFGI) (“ Transferred Employees ”), or (2) were
employed by Cadbury Limited or an affiliate of Cadbury Limited prior to the acquisition by Kraft Foods of the outstanding ordinary shares of
Cadbury Limited, will have terminated employment with Kraft Foods and all Related Companies (or the predecessors thereof, including
Cadbury Limited and its affiliates) prior to the close of business on the Spin Date and have not received payment of their entire supplemental
Thrift Plan benefit and/or supplemental retirement benefit under the Kraft Plan (“ Former Cadbury Employees ”). Effective as of the Spin
Date, the liabilities with respect to the supplemental Thrift Plan benefits under Section 3 of the Kraft Plan and supplemental retirement benefits
under Section 4 of the Kraft Plan of such Transferred Employees and Former Cadbury Employees will be assumed by Mondelēz Global under
the Mondelēz Global Plan, the terms and conditions of which are substantially identical to the Kraft Plan. The Mondelēz Global Plan is not
intended to qualify under section 401(a) of the Internal Revenue Code of 1986, as amended (the “ Code ”), or to be subject to Parts 2, 3 or 4 of
Title I of the Employee Retirement Income Security Act of 1974, as amended (“ ERISA ”). Effective as of the Spin Date, Mondelēz Global will
replace KFGI as sponsor of the Plan. The term “ Company ” shall refer to KFGI prior to the Spin Date and to Mondelēz Global on and after the
Spin Date. References herein to the “ Plan ” shall mean the Kraft Plan for periods prior to the Spin Date and this Mondelēz Global Plan for
periods on and after the Spin Date.
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