United Airlines 2013 Annual Report Download - page 225

Exhibit 10.64
UNITED AIRLINES, INC.
MANAGEMENT CASH DIRECT & CASH MATCH PROGRAM
(Amended and Restated Effective January 1, 2014)
As part of the overall awards package for Management co-workers, United Airlines, Inc. (the “Company”) offers the United Airlines, Inc. Cash Direct &
Cash Match Program (the “Program”). The purpose of the Program is to pay direct and matching contributions to eligible employees in cash where, as a result
of IRS limits, such contributions cannot be made to the applicable Company 401(k) plan. This Program is intended to provide all Management benefits-
eligible co-workers the same opportunity to receive Company contributions to their retirement savings based upon their total eligible cash compensation. This
documentation of the Program is an amendment and restatement of the Company’s prior cash direct and cash match programs and sets forth the terms of the
Program effective January 1, 2014.
Eligibility You are eligible for the Program if you are a Management Employee of the Company who, on or after January 1, 2014, is a participant in
either the United Airlines Management & Administrative 401(k) Plan and/or the Continental Airlines, Inc. 401(k) Savings Plan
(collectively referred to as the “401(k) Plan”).
The term “Management Employee” means that you have been designated by the Company as a management employee in accordance with
its policies and you are not in a unit of employees covered by a collective bargaining agreement between a union and the Company. All
other employee groups participating in the 401(k) Plan, including any union-represented employees, are excluded from the Program.
Cash Direct The Cash Direct portion of the Program defines how Company direct contributions determined in accordance with the formula under the
401(k) Plan are paid once IRS limits on 401(k) contributions are met. Direct contributions are non-elective Company-provided
contributions to your 401(k) account, meaning the Company makes them even if you do not contribute to your 401(k) account. Direct
contributions are equal to 2-4% of eligible earnings depending upon your age and years of service as determined under the 401(k) Plan.
The Company will cease contributing direct contributions to the 401(k) Plan and instead pay them to you in cash if the following occurs:
• Your earnings for the year exceed the IRS total annual compensation limit (e.g., $260,000 in 2014) under Section 401(a)(17) of
the Internal Revenue Code, and/or
• Contributions for the year to your 401(k) Plan account (the total of your contributions and the Company’s) reach the IRS total
annual contribution limit (e.g., $52,000 in 2014) under Section 415(c) of the Internal Revenue Code.
Your “earnings” are determined in accordance with the 401(k) Plan and only include amounts earned while a Management Employee.
EXAMPLE: Using the 2014 limits for example purposes only, assume that your 2014 earnings were $300,000. $300,000 minus $260,000
is $40,000. $40,000 is multiplied by your Company direct contribution percentage under the 401(k) Plan, which is 2-4% depending upon
your age and years of service. Thus, you would receive a Cash Direct payment of between $800 and $1,600, depending upon your age
and years of service as determined under the 401(k) Plan.