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to the TSR performance metric and half of them being subject to the adjusted operating profit margin

rate performance metric.

Other Benefits and Perquisites

Do you provide any other benefits or perquisites to your NEOs?

We have certain other plans that provide, or may provide, compensation and benefits to our

NEOs. The Committee considers all of these plans and benefits when reviewing total compensation of

our NEOs. These plans include the following:

Plan or Benefit

Description

Other

401(k)

Participants are eligible to contribute a portion

of their compensation on a pre‐tax basis, up to

the limits imposed by the Internal Revenue

Service, and we make a matching contribution

equal to 100% of the first 1% and 50% of the

next 5% of base salary contributed by the

employees into their 401(k) accounts.

We also contributed an additional 2% of Mr.

Schlemmer’s base salary to his account

under our 401(k) plan pursuant to an

arrangement established when the

Marathon Electric Salaried Employees’

Pension Plan, in which he participated, was

frozen at the end of 2008.

Target

Supplemental

Executive

Retirement Plan

(“SERP”)

Provides a competitive retirement package by

extending retirement benefits without regard

to statutory limitations under tax‐qualified

plans.

We include the Target SERP in our periodic

benchmarking of benefits other than direct

compensation. The most recent such review

was in 2013 and, based on that review, the

Committee determined not to modify the

current Plan.

Disability Benefits

Provides short‐term disability benefit in the

form of up to six months of base salary

replacement.

Provides long‐term disability benefit of 60% of

base salary.

Life Insurance

We provide our NEOs with company‐paid term

life insurance.

The premiums paid for each of our NEOs for

this life insurance in 2014 are included below

in the “Summary Compensation Table for

Fiscal Years 2012‐2014” in the column

entitled “All Other Compensation.” We do

not provide a tax gross up in connection with

this benefit.

Perquisites

Each of the NEOs had use of a company car for

business and personal travel.

Executive Stock Ownership Requirements

To underscore the importance of linking executive compensation and shareholder interests, we

have implemented stock ownership requirements for certain executives, including our NEOs. Executives