Common use of Key Employee Clause in Contracts

Key Employee. The term “Key Employee” for purposes of this Agreement shall mean an employee treated as a “specified employee” (as defined under Code Section 409A(a)(2)(B)(i)) of SunTrust or its affiliates (any member of its controlled group, as determined under Code Section 414(b), (c), or (m)) as of his or her Separation from Service if SunTrust or any affiliate’s common stock is publicly traded on an established securities market or otherwise (i.e., a key employee (as defined in Code Section 416(i) without regard to paragraph (5) thereof)). Key Employees shall be determined in accordance with Code Section 409A using a December 31 identification date. A listing of Key Employees as of an identification date shall be effective for the 12-month period beginning on the April 1 following the identification date.