Specified Employee

Specified Employee. An Employee who is a "specified employee" within the meaning of Code section 409A. Specified Employee status is determined on the last day of the prior Plan Year, to take effect as of April 1 of the Plan Year for a 12-month period. Notwithstanding the foregoing, Specified Employees shall be determined by including the employees whom the Company reasonably determines to be the 75 top-paid officers of the Company rather than the 50 top-paid officers as provided under Code section 416(i)(1)(A), to... the extent permitted under Code section 409A View More

Specified Employee. A Participant that is a 'specified employee' within the meaning of the section 409A of the Code and the regulations thereunder as of the date of such Participant's Separation from Service

Specified Employee. If the stock of the Company or any Affiliate is publicly traded, the following: for any 12-month period beginning on April 1 and ending on the following March 31, a Participant who, as of the preceding December 31, was (i) an officer of the Company (or any Affiliate) having annual compensation (as defined in Section 414(q)(4) of the Code) greater than $130,000 (as adjusted under Section 416(i)(l) of the Code), (ii) a "five-percent owner" of the Company or any Affiliate (as defined in Section... 416(i)(l)(B) of the Code), or (iii) a person having annual compensation (as defined in Section 414(q)(4) of the Code) of more than $150,000 and who would be classified as a "five-percent owner" of the Company or any Affiliate under Section 416(i)(1)(B) of the Code if "one percent" were substituted for "five percent" each time it appears in the definition of such term. View More

Specified Employee. An Participant who is subject to the six-month delay rule described in Code section 409A(2)(B)(i), determined in accordance with guidelines adopted by the Board from time to time as permitted by Section 409A of the Code and Treasury Regulations section 1.409A-1 et seq., as they both may be amended from time to time, and other guidance issued by the Treasury Department and Internal Revenue Service thereunder.

Specified Employee. The meaning given to such term in the Employment Agreement

Specified Employee. A Participant who is a "specified employee" within the meaning of such term under Section 409A of the Code (and the guidance issued thereunder) and determined using any identification methodology and procedure selected by the Company from time to time, or, if none, the default methodology and procedure specified under Section 409A of the Code.

Specified Employee. An employee who is a "specified employee," as defined in Section 409A of the Code, on the date of his termination of employment

Specified Employee. If Executive is a key employee (as defined in Code Section 416(i) but without regard to Code Section 416(i)(5)) of the Company or an affiliate of the Company (within the meaning of Code Section 414(b) or (c)) any of the stock of which is publicly traded on an established securities market or otherwise, as determined at the time of Executive's "separation from service". Executive is a key employee under Code Section 416(i) if Executive meets the requirements of Code Section 416(i)(1)(A)(i), (ii)... or (iii), applied in accordance with the regulations under Code Section 416, but disregarding Code Section 416(i)(5), at any time during the twelve (12) month period ending on an identification date. For purposes of determining whether Executive is a key employee, compensation shall mean wages within the meaning of Code Section 3401(a) but determined without regard to any rules that limit the amount of remuneration included in wages based on the nature or location of the employment or services performed. If Executive is a key employee as of an identification date, Executive is treated as a key employee for the twelve (12) month period beginning on the first day of the fourth month following the identification date. The identification date for this Agreement shall be December 31 of each year, such that if Executive satisfies the foregoing requirements for key employee status as of December 31 of a year, Executive shall be treated as a key employee for the twelve (12) month period starting April 1 of the following calendar year. If, in a transaction constituting a "change in control" of the Company, as determined by Code Section 409A, the Company is merged with or acquired by another entity, and immediately following such change in control of the Company the stock of either the Company or the acquirer or successor in such transaction is publicly traded on an established securities market or otherwise, then for the period between the date of such transaction and the next specified employee effective date of the acquirer or survivor, the acquirer or survivor shall combine the lists of the specified employees of each entity participating in the transaction and re-order the list to identify the top 50 key employees (as well as 1% and 5% owners that are considered key employees) in accordance with Treasury Regulation §1.409A-1(i)(6)(i). View More

Specified Employee. An individual (a) who is among the top fifty (50) highest paid U.S. employees of the Company and its subsidiaries for a calendar year and (b) whose Separation from Service occurs during the twelve (12)-month period commencing on April 1 after the end of such calendar year, but only if, on the date of such Participant's Separation from Service, the Company or any other entity that is considered a "service recipient" with respect to the Participant within the meaning of Code Section 409A has... stock which is publicly traded on an established securities market (within the meaning of Treasury Regulation 3 Section 1.897-1(m)) or otherwise. In addition, any employee with a Deferral Account hereunder who is employed outside of the U.S. will automatically be considered a Specified Employee View More

Specified Employee. For purposes of this Agreement, "Specified Employee" will have the meaning prescribed by Subsection 409A(a)(2)(B)(i) of the Code, as such meaning may be amended from time to time.