1
Exhibit K
May __, 1999
[Employee Name
and
Address]
Dear ____:
As you are aware, GenCorp is planning to spin-off its Decorative and Building
Products and its Performance Chemicals businesses into a separately held public
company. As a result of the spin-off, the new GenCorp headquarters will be in
Sacramento, CA, thus requiring you relocation to the Sacramento area.
This letter will confirm our agreement regarding your transfer to Sacramento, CA
after the proposed spin-off. The following is contingent upon the planned
spin-off;
1. CURRENT BASE SALARY "Grandfathered" at your current level of $___K per
year.
2. ANNUAL BONUS PLAN (ICP) "Grandfathered" at the current ___% maximum
opportunity level.
3. LTIP
You will be eligible to participate in the Long Term Incentive Plan, based
upon the Plan requirements.
4. RELOCATION
You will be provided relocation assistance according to GenCorp's
relocation policy for transferring employees and will be guaranteed no loss
of equity on the sale of your current home. In addition to the normal
benefits under the Relocation Assistance Program, and recognition of higher
cost of living in the Sacramento area, you will be given a relocation
allowance equivalent to two months' salary, which will be grossed up for
tax purposes.
2
[Employee Name] -2- May __, 1999
5. SEVERANCE
If your employment with GenCorp terminates involuntarily, within two years
from date of spin off, you will be eligible for salary continuation for a
period of two years, including incentive compensation [if applicable] at
50% of your base salary.
There are no planned major changes to the other benefit programs, which you will
continue to be eligible to participate.
Again, should the planned spin-off be cancelled for any reason, this letter will
become null and void.
Sincerely,
