Exhibit 10.2
Pittway Corporation
March 31, 1999
Form 10-Q
AMENDMENT
TO
EMPLOYMENT AGREEMENT
AMENDMENT made as of March 18, 1999 between Pittway
Corporation, a Delaware corporation (the "Company"), and Xxxxxx X.
Xxxxxxxx ("Executive").
The Company and Executive are parties to an Employment
Agreement made as of January 1, 1998 (the "Existing Employment
Agreement"). The Company and Executive desire to amend the Existing
Employment Agreement.
Accordingly, the Company (pursuant to authorization from the
Compensation Committee of its Board of Directors) and Executive agree as
follows:
Clause (iii) of paragraph 3(g) of the Existing Employment
Agreement is amended and restated to read as follows:
(iii) participation in the Pittway Corporation Supplemental
Executive Retirement Plan effective January 1, 1996 (the "SERP"), a copy
of which, as currently in effect, is attached hereto as Exhibit A, with
the beginning date for accrual of a benefit being January 1, 1995 and
with the following modifications (A) in the event Executive becomes
entitled, and so long as Executive remains entitled, to a monthly
benefit under section 2.4 of the SERP on account of accruals under
section 2.2 thereof, the amount of such monthly benefit (if paid on a
life annuity basis commencing upon Executive's attainment of age 65
years) shall be increased by an amount equal to the additional monthly
benefit that would have been payable on such basis pursuant to the
Pittway Corporation Retirement Plan had Executive commenced
participation in that Plan on October 1, 1979 rather than on July 1,
1987 and had his total cash compensation from Standard Shares, Inc. for
any plan year or fraction under that Plan occurring between such dates
been treated for purposes of that Plan as having been earned from the
Company during such plan year or fraction, and the aggregate benefit
shall be payable as provided in section 2.4 of the SERP, and (B) if
Executive dies prior to his supplemental retirement benefit commencement
date under the SERP and has a spouse (as defined in section 2.7 thereof)
at the time of his death, such spouse shall be entitled to an additional
monthly benefit pursuant to section 2.6 of the SERP calculated based on
such aggregate benefit (rather than on the monthly benefit on account of
accruals under section 2.2 of the SERP).
IN WITNESS WHEREOF, the parties hereto have executed this
Amendment as of the date first written above.
PITTWAY CORPORATION
By /s/ King Harris
Its President
/s/ Xxxxxx X. Xxxxxxxx
XXXXXX X. XXXXXXXX
