Sunoco 2014 Annual Report Download - page 133

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• Involuntary Termination-For Cause: An NEO who is terminated for cause would receive the following:
• SCIRP/Pension Restoration Plan: Benefits accrued under the SCIRP and Pension Restoration Plan would be
paid according to the terms of those plans applicable to terminated or retirement eligible employees, as
described in the Voluntary Termination section above.
• Vacation Benefits: Each NEO would receive payment for his or her accrued vacation, which benefit is
generally provided to active employees of the Partnership's general partner.
• Involuntary Termination-Not for Cause: An NEO who is terminated not for cause would receive the following:
• Severance Plan: The Severance Plan provides payment of two weeks of annual base salary for each year or
partial year of employment service with the Partnership up to a maximum of fifty-two weeks or one year of
annual base salary (with a minimum of four weeks of annual base salary) and up to three months of
continued, subsidized group health insurance coverage under COBRA. The Severance Plan also provides that
the Partnership may determine to pay benefits in addition to those provided under the Severance Plan based
on special circumstances, which additional benefits shall be unique and non-precedent setting. The Severance
Plan is available to all salaried employees on a nondiscriminatory basis.
• SCIRP/Pension Restoration Plan: NEOs hired prior to January 1, 1987 (Mr. Hennigan) would receive
benefits based upon the greater of the Final Average Pay formula or the Career Pay formula of the SCIRP.
SCIRP benefits for NEOs hired on or after the January 1, 1987 conversion of SCIRP from a final average pay
plan to a cash balance pension plan (Ms. Shea-Ballay and Messrs. Lauterbach and Chalson) are calculated
using the Career Pay formula. To the extent that the amount payable exceeds the amount available under the
SCIRP, the remaining amount would be paid under the Pension Restoration Plan. There are no provisions in
either plan that provide for additional benefits under an involuntary termination. The benefit would be the
same as it would be under a voluntary termination.
• LTIP: Outstanding performance-based and time-based restricted units would be forfeited unless specified in
the applicable award agreement.
• Involuntary Termination-Change of Control
• Severance Plan: Severance payments and continued, subsidized group health insurance coverage under
COBRA would be paid according to the terms of the Severance Plan, as described in the Involuntary
Termination-Not for Cause section above.
• SCIRP: In the event of a change of control, the benefits of a participant whose employment began before
September 5, 2001, and who is terminated (as defined in the plan) following a change in control, become 100
percent vested and are increased as follows:
• Final Average Pay formula. A participant's service is increased by three years, subject to reduction
for service for each completed month after the change in control. Final Average Pay will be the
greater of: (A) the regularly determined Final Average Pay, (B) Final Average Pay based on earnings
of the full month preceding the change in control, or (C) Final Average Pay based on earnings for the
month preceding the termination of employment. For purposes of (B) and (C) monthly earnings will
include base pay and 1/12 of the annual bonus target under the Restated ASIP.
• Career Pay (cash balance) formula. A participant's service is increased by three years, subject to
reduction for service after the change in control. In the month of termination, a participant's Career
Pay Earnings are increased by an amount equal to 36 months less the number of months worked
after the Change in Control, times the greater of Career Pay Earnings for: (A) the month preceding
termination or (B) the month preceding the change in control. For purposes of (A) and (B) monthly
earnings will include base pay and 1/12 of the annual bonus target under the Restated ASIP.
• LTIP: Unless specified otherwise in the applicable award agreement, if a change in control occurs, there is a
"double trigger" mechanism, requiring both a change in control and a qualifying termination of employment
(as defined in the plan) following such change in control, to trigger the payment of outstanding performance-
based restricted units, time-based restricted units and accompanying DERs. Performance-based restricted
units that have been outstanding for more than one year will be paid out at the greater of target or in amount
in line with actual performance results. Performance-based restricted units that have been outstanding for less
than one year will be paid out at target. Restricted units may be paid out in cash, or in common units, as
determined by our general partner's Compensation Committee.