SIXTH AMENDMENT
TO
DEFERRED COMPENSATION AGREEMENT
This SIXTH Amendment to the Deferred Compensation Agreement is executed
as of July 12, 1996, by and between Mercantile-Safe Deposit and Trust Company
(hereinafter called "Corporation") and Xxxxx X. Xxxxxxx (hereinafter called
"Employee").
WHEREAS, Corporation and Employee entered into a Deferred Compensation
Agreement dated September 30, 1982, and a First Amendment thereto dated October
24, 1983, and a Second Amendment thereto dated March 13, 1984, and a Third
Amendment thereto dated January 1, 1987, and a Fourth Amendment thereto dated
December 8, 1987, and a Fifth Amendment thereto dated January 1, 1989
(hereinafter referred to as the "Agreement"); and
WHEREAS, Employee will retire as an employee of the Corporation
effective December 31, 1996, and the Corporation desires to promote and
enhance Employee's early retirement, recognizing that under an Agreement
executed simultaneously herewith Employee's relationship with the Corporation
will be substantially changed, and in consideration thereof the parties desire
to modify Section 5 of the Agreement, to provide a stipulated benefit;
NOW THEREFORE, in accordance with and for the consideration recited
above, the Corporation and Employee hereby agree as follows:
1. Section 5 is hereby amended as of the effective date of this
Amendment to read as follows:
5. Employee's retirement from employment by the
Corporation on December 31, 1996 shall, for purposes
of this Agreement, be treated as a normal retirement
with the following benefit:
Minimum
Employee's Age Annual Term for which
at Retirement Benefit Benefit is Payable
62 $175,700 18 years.
The annual benefit shall be payable until the later
of (i) Employee's death or (ii) expiration of the
minimum term set forth above. The benefit shall be
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payable in equal monthly installments commencing
within one (1) month after Employee's retirement.
2. This Amendment shall become effective upon Employee's
retirement at December 31, 1996, after approval by the Committee on Executive
Compensation, Promotion and Retirement of the Corporation and by the Board of
Directors of the Corporation (which approval may be by the Trust Executive and
Banking Executive Committees of the Board of Directors of the Corporation).
3. In all other respects, the provisions of the Agreement remain
unchanged and in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this SIXTH
Amendment to the Agreement as of the day and year first above written.
ATTEST: MERCANTILE-SAFE DEPOSIT
AND TRUST COMPANY
/s/ XXXX X. XXXXXX By: /s/ X. XXXXXXX XXXXXXX
XXXX X. XXXXXX X. XXXXXXX XXXXXXX
Secretary Chairman and Chief Executive Officer
WITNESS: EMPLOYEE:
/s/ XXXX X. XXXXXX By: /s/ XXXXX X. XXXXXXX
XXXXX X. XXXXXXX
Date of Approval of Committee Effective Date of Agreement per
on Executive Compensation, Approval of the Trust Executive
Promotion and Retirement of and Banking Executive
Mercantile-Safe Deposit and Committees of the Board of
Trust Company Directors of Mercantile-Safe
Deposit and Trust Company
July 17, 1996 July 24, 1996
/s/ Xxxx X. Xxxxxx /s/ Xxxx X. Xxxxxx
Xxxx X. Xxxxxx Xxxx X. Xxxxxx
Secretary Secretary
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