Energy Transfer 2010 Annual Report Download - page 110

units at a rate of 20% per year. As these ETE units are conveyed to the recipients of these awards upon vesting
from a partnership that is not owned or managed by ETE or ETP, none of the costs related to such awards are
paid by ETE or ETP unless this partnership defaults under its obligations pursuant to these unit awards. We are
recognizing non-cash compensation expense over the vesting period based on the grant date fair value of the ETE
units awarded the ETP employees assuming no forfeitures.
Messrs. McCrea, Salinas and Mason vested in rights related to ETE units of 42,000, 48,000 and 55,000,
respectively, during 2010 and had unvested rights related to ETE units of 126,000, 144,000 and 55,000,
respectively, as of December 31, 2010.
Qualified Retirement Plan Benefits. We have established a defined contribution 401(k) plan, which covers
substantially all of our employees, including our named executive officers. The plan is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (“ERISA”). Employees who have completed one hour
of service and have attained age 18 years of age (age 21 for certain union workers) are eligible to participate.
Employees may elect to defer up to 100% of defined eligible compensation after applicable taxes, as limited
under the Internal Revenue Code. We shall make a matching contribution that satisfies the requirements of
Section 401(k)(12)(B) and 401(m)(11) of the Internal Revenue Code. The rate of match shall not be less than the
aggregate amount of matching contributions that would be credited to a participant’s account based on a rate of
match equal to 100% of each participant’s elective deferrals up to 5% of covered compensation. The entire
amount credited to the participant’s account shall be fully vested and non-forfeitable at all times. Prior to 2009,
our 401(k) plan matching contributions were discretionary, based on a percentage of compensation, and
participants vested in matching contributions upon completion of one year of service. Prior to 2009, our 401(k)
plan also required the attainment of age 21 for all employees.
Health and Welfare Benefits. All full-time employees, including our named executive officers, may participate
in our health and welfare benefit programs including medical, dental, vision, flexible spending, life insurance and
disability insurance.
Termination Benefits. Our named executive officers do not have any employment agreements that call for
payments of termination or severance benefits or that provide for any payments in the event of a change in
control of our General Partner. Each of our 2004 Unit Plan and 2008 Incentive Plan provides for immediate
vesting of all unvested unit awards in the event of a change in control. A change in control as defined under each
of these plans means any of (i) the date on which Energy Transfer Partners GP, L.P. ceases to be the general
partner of the Partnership; (ii) the date that ETE ceases to own, directly or indirectly through wholly-owned
subsidiaries, in the aggregate at least 51% of the capital stock or equity interests of Energy Transfer Partners GP,
L.P.; (iii) the sale of all or substantially all of ETP’s assets (other than to any Affiliate (as defined therein) of
ETE); or (iv) a liquidation or dissolution of ETP. No such accelerated vesting occurred in 2010.
Deferred Compensation Plan. Effective January 1, 2010, we adopted a deferred compensation plan (“DC Plan”).
The DC Plan permits eligible highly compensated employees to defer a portion of their salary and/or bonus until
retirement or termination of employment or other designated distribution.
Under the DC Plan, each year eligible employees are permitted to make an irrevocable election to defer up to
50% of their salary, 50% of their quarterly non-vested unit distribution income, and/or 50% of their discretionary
bonus compensation to be earned for services performed during the following year. Pursuant to the DC Plan, ETP
may make annual discretionary matching contributions to participants’ accounts; however, we have made no
discretionary contributions to participants’ accounts and currently have no plans to make any discretionary
contributions to participants’ accounts. All amounts credited under the DC Plan (other than discretionary credits)
are immediately 100% vested. Participant accounts are credited with earnings (or losses) based on investment
fund choices made by the participants among available funds.
Participants may also elect to have their accounts distributed in one lump sum payment or in annual installments
over a period of 3 or 5 years upon retirement, and in a lump sum upon other termination. Upon a change in
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