AMENDMENT TO EMPLOYMENT AGREEMENT
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THIS AMENDMENT TO EMPLOYMENT AGREEMENT ("Amendment") is entered into as
of December 31, 1996, between The FINOVA Group Inc., a Delaware corporation
("Company") and Xxxxxx X. Xxxxxxxxxxx ("Executive").
WHEREAS, the Company and Executive entered into an Employment Agreement
as of the 16th day of March, 1996 ("Employment Agreement"), and
WHEREAS, Executive has requested this Amendment to the Employment
Agreement to allow deferral of future payments, if any, under the CEO Value
Sharing Plan, and
WHEREAS, on December 17, 1996, the Company's Human Resources Committee
authorized this Amendment to adopt and implement as a part of the Employment
Agreement a deferred compensation plan with respect to Executive's CEO Value
Sharing Plan on the terms hereinafter set forth.
NOW, THEREFORE, in consideration of the mutual covenants contained in
the Employment Agreement and this Amendment, the Company and Executive hereby
agree to amend the Employment Agreement by adding a new paragraph 4.(f) as
follows:
(f) Notwithstanding Section 4.(d) above, prior to the time
Executive earns a payment under this plan, he may elect in writing to defer all
or a portion of receipt of such payment to commence within 30 days after the
Executive's termination of employment with Company, payable in the form of a
lump sum payment or installment payments as specified by Executive in such
election. Any such deferred payment(s) shall be adjusted to reflect income or
losses during the deferral period based on the actual performance of the
investment vehicle(s) elected in advance of a deferral by Executive from the
list of investment vehicles set forth in Schedule 4.(f) attached hereto.
Executive may change the investment vehicle election prospectively no more
frequently than every 12 months. Executive may apportion deferred amounts to one
or more investment vehicles listed in Schedule 4.(f). Company may reserve for
and invest in investment vehicles selected by Executive or any other investments
as it deems appropriate in its sole discretion to provide for its obligations to
Executive under this plan. Executive shall have no interest, whatsoever, in any
such reserves or investments. No fund or trust shall be established to provide
payments under this plan it being the intent of the parties that the plan shall
be unfunded for tax purposes and for the purposes of Title I of ERISA. The
rights of Executive and any person or beneficiary claiming by or through
Executive under this plan with respect to deferred payments are those of a
general creditor only in that the plan constitutes only an unsecured promise to
pay Executive in the future. In the event Executive dies prior to receiving all
payments
due, the Company, within 30 days after Executive's death, shall pay his
beneficiary, designated in writing by Executive to receive the balance of such
payments due, or his estate in the event no such designation has been made. The
rights of Executive and any person or beneficiary claiming by or through
Executive are not subject to sale, transfer, anticipation, encumbrance,
attachment, assignment, alienation, pledge or garnishment by creditors of
Executive or such other persons and beneficiaries.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed as of the day and year set forth above.
ATTEST: The FINOVA Group Inc.
By:/s/ Xxxxxxx X. Xxxxxxxx By: /s/ Xxxxxxx X. Xxxxx
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Secretary Senior Vice President
/s/ Xxxxxx X. Xxxxxxxxxxx
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Xxxxxx X. Xxxxxxxxxxx
SCHEDULE 4.(f)
1. The Vanguard Index 500 Fund
2. The Vanguard Index Total Stock market
3. The Vanguard Total International Index fund
4. U.S. Treasury Instruments maturing 2005
ELECTION TO DEFER COMPENSATION
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This election to defer compensation is made pursuant to Section 4(f) of
that certain Employment Agreement, dated as of the 16th day of March, 1996 and
amended as of December 31, 1996, between The FINOVA Group Inc. and Xxxxxx X.
Xxxxxxxxxxx.
The undersigned hereby elects to defer receipt of all of the second
hurdle payment ($6,300,000), if and when due, until the day following the
undersigned's termination of employment (whether by resignation, retirement,
death, disability or otherwise) by The FINOVA Group Inc. If and when payable,
such amount shall be distributed to the undersigned in a lump sum.
The undersigned further elects that such deferred payment shall be
adjusted to reflect income or loss during the deferral period based on the
actual performance of the following investment vehicles:
Percentage Allocation
Investment Vehicle of Deferred Amount
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The Vanguard Index 500 Fund 10%
The Vanguard Index Total Stock market 35%
The Vanguard Total International Index fund 15%
U.S. Treasury Instruments maturing 2005 40%
Dated: January 10, 1997
/s/ S.L. Eichenfiled
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X. X. Xxxxxxxxxxx
WITNESS: /s/ X.X. Xxxxxxxx
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Name: X. X. Xxxxxxxx
