For participants who have a positive Bonus Bank balance as of the end of Fiscal Year 2023, the bonus payout at the end of each of the Fiscal 2024, Fiscal 2025 and Fiscal 2026 Plan Years shall be equal to the sum of: (i) the Declared Bonus, if any, plus (ii) one‑third of the participant’s positive Bonus Bank at the end of Fiscal Year 2023.
For participants with a negative Bonus Bank balance as of the end of Fiscal Year 2023 who earn a Declared Bonus in Fiscal 2024, Fiscal 2025 and/or Fiscal 2026 Plan Years, an amount equal to 50% of the Declared Bonus (disregarding, for purposes of the calculation in this sentence, any reduction in the Declared Bonus by reason of the participant’s achievement of a Performance Plan Percentage less than 100%) in excess of two times the target bonus will be credited to the negative Bonus Bank and the balance shall be paid out. Any negative Bonus Bank shall be eliminated to the extent not repaid pursuant to the preceding sentence at the end of three years following the Plan Year with respect to which it arose.
A one-time change is hereby made with respect to Fiscal 2022 Plan payouts for participants in the Plan as of January 30, 2021, as follows: The bonus payout at the end of the Fiscal 2022 Plan Year shall be as follows: # each participant shall be paid his or her Declared Bonus, up to two times the participant’s target bonus for the Plan Year; # a participant’s Declared Bonus in excess of two times the participant’s target bonus for the Plan Year shall be applied to a participant’s negative Bonus Bank, if any, until the Bonus Bank is zero; and # if the Declared Bonus exceeds the sum of (i) and (ii), up to three times the target bonus plus one third of the Declared Bonus in excess of three times the target bonus shall be paid out. Any of the Declared Bonus remaining after the application of the previous sentence shall be retained as a separate account balance (the “Separate Account”). The Separate Account established for the Fiscal 2022 Plan Year shall be paid out in three equal annual installments commencing on the date when Plan bonus payments are made in the following Plan Year, except that any positive Separate Account balance that exists from prior Plan Years and has not been so paid out will be fully netted against any negative award with respect to a subsequent Plan Year. A “Bonus Bank” shall be established for each participant each year and shall consist of: # the participant’s positive “Declared Bonus” not distributed because of payout limitations or # the participant’s negative Declared Bonus, as applicable.
Any positive Bonus Bank as of the end of Fiscal 2020 will not be subject to reduction and will be paid out when Fiscal 2022 Plan bonuses are paid, but in any event on or before by the fifteenth day of the third month following the close of the Fiscal 2022 Plan Year, provided that the participant remains a Company employee through the payment date.
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