Cash. Directors Fees deferred by Participants in cash shall be credited to a Cash Deferred Account, on the first business day coincident with or immediately following the Issue Date for such Director Fees, until a Distribution Event described in Section 10 occurs. Cash Deferred Accounts shall not be credited with any earnings or income by the Company.

2.4The term “Bonus” means any cash bonus paid under the CBS Corporation Short-Term Incentive Plan and any other comparable annual cash bonus plan sponsored by any Employer.

STIP Bonus. “STIP Bonus” means the annual cash bonus paid under the Company’s annual performance bonus program, including any successor or replacement plan or program. A STIP Bonus may be paid under the Target Corporation Executive Officer Cash Incentive Plan, or any successor or replacement plan. STIP Bonus does not include any other type of bonus paid to an Officer, such as a signing or retention bonus.

cash bonus awards (“Cash Awards”),

Annual Bonus. In addition to Base Salary, the Executive will be eligible to earn a Bonus for each fiscal year ending during the Protected Period. For each such Bonus, the Target Opportunity will be at least equal to the target opportunity for which the Executive is eligible for the fiscal year in which the Change in Control occurs, as such target opportunity has been established by the Company for such year under the Company’s annual bonus plan, or any comparable successor plan. If the Company has not yet established a Target Opportunity for the Executive for the fiscal year in which the Change in Control occurs, then the Target Opportunity shall be at least equal to the last such target opportunity established by the Company for the Executive. Each such Bonus will be paid no later than 2-1/2 months following the end of the fiscal year for which the Bonus is awarded, unless the Executive has elected to defer receipt of all or part of the Bonus pursuant to a deferral plan sponsored by the Company.

Signing Bonus. In addition to Initial Equity Award, and payable within 30 days of the Effective Date, the Executive shall receive a cash signing bonus equal to One hundred thousand dollars ($100,000) issued through normal payroll procedures (“Signing Bonus”). This bonus may be deferred at the sole discretion of the Company and instead paid in 6 equal monthly installments beginning with the first month following the Effective Date. The (“Signing Bonus”) can be accelerated upon the completion of the public offering, or by board decision.

Signing Bonus. Within thirty (30) days of the Effective Date, Employee will receive a one-time cash payment of Forty Thousand Dollars ($40,000) (the "Signing Bonus") which shall be subject to payroll taxes and withholding. If Employee voluntarily terminates his employment or is terminated for cause in accordance with Section 5(c) with the Employer prior to his twelve-month anniversary of the Effective Date, the Employee agrees to repay the Signing Bonus in full to the Employer.

Annual Bonus. Executive will have an annual bonus opportunity for each fiscal year of the Company based on the achievement of financial and performance objectives set by the Committee (“Bonus Opportunity”). The annual Bonus Opportunity and specific performance and financial objectives will be set forth in Executive’s individual performance and incentive plan for each fiscal year. Executive’s annual Bonus Opportunity at target levels for any year shall not be less than 125% of his then-current Base Salary for such year (the “Target Bonus Opportunity”). Executive must be an active employee on the date the annual bonuses are paid on a Company-wide basis in order to be eligible to receive any bonus payment (except as otherwise expressly provided in § 8), unless # Executive’s employment terminates following a failure to extend his Employment Period in accordance with § 3, # his employment terminates at or after the end of the applicable fiscal year and # he satisfies all or substantially all of the performance requirements (other than continued service) for a bonus for such fiscal year, in which event he shall be eligible for a bonus as determined by the Committee, and such bonus, if any, shall be paid no later than two and one-half (2½) months after the end of such fiscal year.

Performance Bonus. [Section 2(c)] of the Employment Agreement titled “Performance Bonuses” is hereby removed from the Employment Agreement. In lieu thereof, the following text is inserted as [Section 2(c)] of the Employment Agreement:

Performance Bonus. Promptly after the executive of this Amendment to the Employment Agreement, the Company will pay to Executive the sum of Ninety Thousand Dollars ($90,000) as a cash bonus to compensate Executive for his accomplishments during 2024 to the date of this Amendment.