Sunoco 2015 Annual Report Download - page 118

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116
applicable ownership guideline may dispose of our common units in a manner consistent with applicable law and
our policies, but only to the extent that such individual's remaining ownership of common units would continue to
exceed the applicable ownership guideline.
Insider Trading (Including Hedging) Policy: The employees of our general partner are subject to the Sunoco
Partners LLC Insider Trading Policy which, among other things, prohibits such employees from entering into
short sales, or purchasing, selling, or exercising any puts, calls, or similar derivative security instruments
pertaining to our common units, all of which could incentivize an employee towards engaging in overly risky
behavior for short-term gains. This prohibition does not extend to unit options that may be issued in accordance
with the terms of the LTIP.
Other Plans: During 2015, employees of our general partner, including the NEOs, participated in the following benefit
plans offered by ETP or its affiliates, including certain of Sunoco, Inc.'s plans, in which our general partner was a
participating employer prior to the merger transaction with ETP (the "Merger") and continues to participate. Sunoco,
Inc., a Pennsylvania corporation ("Sunoco"), owned our general partner prior to the Merger. In connection with the
Merger, Sunoco became a wholly-owned subsidiary of ETP and its affiliates and transferred its membership interests
in our general partner to ETP.
The Sunoco, Inc. Retirement Plan (the "SCIRP") was a qualified defined benefit plan, under which benefits were
subject to Code limits for pay and amount. Under the SCIRP, the benefit for executives hired before January 1,
1987 was calculated based upon the greater of a "final average pay" formula or a "cash balance" formula, the
former providing a benefit using a formula that includes final average earnings and eligible service and the latter
providing a benefit based upon a percentage of earnings. Those executives hired on or after January 1, 1987
participated in the cash balance formula. Effective June 30, 2010, Sunoco froze pension benefits, including
accrued and vested benefits, payable under this plan for all salaried employees of our general partner who
participate in this plan, including the NEOs. On October 31, 2014, Sunoco terminated the SCIRP. The Pension
Benefit Guaranty Corporation’s ("PBGC") period to comment on the SCIRP's standard termination expired,
without issue, on June 30, 2015. Following the SCIRP's receipt in November 2015 of a favorable Determination
Letter from the Internal Revenue Service ("IRS") for such standard termination, benefit distributions were made
in December 2015 to those participants electing to commence receipt of benefits from the SCIRP. The procedure
for such distributions is described below under "Pension Benefits."
The Sunoco, Inc. Pension Restoration Plan (the "Pension Restoration Plan") is a nonqualified plan that provides
retirement benefits that otherwise would have been provided under the SCIRP, except for the Code limits.
Effective June 30, 2010, Sunoco froze benefits, including accrued and vested benefits, payable under this plan for
all salaried employees of our general partner who participate in this plan, including the NEOs.
The Energy Transfer Partners GP, L.P. 401(k) Plan (the "ETP 401(k) Plan") is a defined contribution 401(k) plan,
which covers substantially all of our general partner's employees, including the NEOs. Employees may elect to
defer up to 75 percent of their eligible compensation before applicable taxes, as limited under the Code. For 2015,
a participant was eligible to make elective deferrals up to $18,000. The Partnership provides a matching
contribution equal to 100 percent on the first five percent of each participant's elective deferrals. Participants age
50 or over at any time in 2015 could elect to make a catch-up contribution of up to $6,000. Catch-up contributions
are not eligible for a matching contribution from the Partnership. The amounts deferred by the participant to the
ETP 401(k) Plan account are fully vested at all times, and the amounts contributed by the Partnership become
vested based on years of service. We provide this benefit as a means to incentivize employees and provide them
with an opportunity to save for their retirement.
The ETP Deferred Compensation Plan (the "ETP DC Plan") is a nonqualified deferred compensation plan, which
permits eligible highly compensated employees to defer a portion of their salary, bonus and/or quarterly non-
vested phantom unit distribution equivalent income until retirement, termination of employment or other
designated distribution event. Each year under the ETP DC Plan, eligible employees are permitted to make an
irrevocable election to defer up to 50 percent of their annual base salary, 50 percent of their DER payments, and/
or 50 percent of their annual bonus under the ASIP during the following year. Pursuant to the ETP DC Plan, the
Partnership may make annual discretionary matching contributions to participants' accounts; however, the
Partnership has not made any discretionary contributions to participants' accounts and currently has no plans to
make any discretionary contributions to participants' accounts. All amounts credited under the ETP DC Plan, other
than discretionary credits, are immediately 100 percent vested. Participant accounts are credited with deemed
earnings (or losses) based on hypothetical investment fund choices made by the participants among available
funds.