Exhibit 10(e)
CONSTELLATION ENERGY GROUP, INC.
SUPPLEMENTAL BENEFITS PLAN
Effective January 1, 2000
<PAGE>
CONSTELLATION ENERGY GROUP, INC.
SUPPLEMENTAL BENEFITS PLAN
1. Objective. The objective of this Plan is to enhance the benefits provided
to certain officers and key employees of Constellation Energy Group and its
subsidiaries in order to attract and retain talented executive personnel.
2. Definitions. All words beginning with an initial capital letter and not
otherwise defined herein shall have the meaning set forth in the Pension
Plan. All singular terms defined in this Plan will include the plural and
vice versa. As used herein, the following terms will have the meaning
specified below:
"Average Incentive Award" (or "Average Award") means the two highest of the
participant's five immediately prior year awards earned under Constellation
Energy Group's Executive Annual Incentive Plan, Constellation Energy
Group's Senior Management Annual Incentive Plan and/or the Results
Incentive Awards Program.
"Committee" means the Committee on Management of the Board of Directors of
Constellation Energy Group.
"Constellation Energy Group" means Constellation Energy Group, Inc., a
Maryland corporation, or its successor.
"Constellation Energy Group's Executive Annual Incentive Plan" means such
plan or other incentive plan or arrangement designated in writing by the
Plan Administrator.
"Constellation Energy Group's Senior Management Annual Incentive Plan"
means such plan or other incentive plan or arrangement designated in
writing by the Plan Administrator.
"Income Replacement Percentage" means the percentage under the LTD Plan
that is used to calculate the participant's actual LTD Plan benefit.
2
<PAGE>
"LTD Plan" means the Constellation Energy Group, Inc. Disability Insurance
Plan as may be amended from time to time, or any successor plan.
"Pension Plan" means the Pension Plan of Constellation Energy Group, Inc.
as may be amended from time to time, or any successor plan.
"Plan Administrator" means, as set forth in Section 3, the Committee.
"Results Incentive Awards Program" means the program(s) designated in
writing by the Plan Administrator applicable to certain employees that
provides awards; but includes only the types of awards that are includable
in the computation of Pension Plan benefits.
3. Plan Administration. The Committee is the Plan Administrator and has sole
authority (except as specified otherwise herein) to interpret the Plan and,
in general, to make all other determinations advisable for the
administration of the Plan to achieve its stated objective. Appeals of
written decisions by the Plan Administrator may be made to the Board of
Directors of Constellation Energy Group. Decisions by the Board shall be
final and not subject to further appeal. The Plan Administrator shall have
the power to delegate all or any part of its duties to one or more
designees, and to withdraw such authority, by written designation.
4. Eligibility. Each officer or key employee of Constellation Energy Group or
its subsidiaries may be designated in writing by the Plan Administrator as
a participant with respect to one or more benefits under the Plan. Once
designated, participation shall continue until such designation is
withdrawn at the discretion and by written order of the Plan Administrator.
Notwithstanding the foregoing, any participant while classified as disabled
under the LTD Plan shall continue to participate in this Plan (except under
Sections 8 and 9) while classified as disabled.
5. Supplemental Long-Term Disability Benefit.
(i) Eligibility for disability benefits. Any participant who has
completed at least one full calendar month of
3
<PAGE>
service with Constellation Energy Group or its subsidiaries, who
has elected coverage under the LTD Plan, and who is disabled (as
determined under the LTD Plan) will be entitled to supplemental
disability benefits under this Plan.
(ii) Computation of disability benefits. The amount of such
supplemental disability benefits shall be determined as follows:
(1) multiply the monthly base rate of pay amount in effect
immediately prior to becoming entitled to benefits under the
LTD Plan by twelve,
(2) add the Average Incentive Award to the product,
(3) add certain bonuses and incentives that are included in the
computation of Average Pay under the Pension Plan (except
that awards included in the computation of Average Incentive
Award shall be excluded), earned over the last 12 months to
the product,
(4) divide the sum by 12,
(5) multiply this monthly dollar amount by the Income
Replacement Percentage, and
(6) subtract from the product the gross monthly amount provided
for the participant under the LTD Plan before such amount is
reduced for other benefits as set forth under the LTD Plan.
(iii)Form of payment of disability benefits. Each participant entitled
to supplemental disability benefits will receive his/her
supplemental disability benefit payout in the form of a monthly
payment.
(iv) Amount, timing, and source of monthly disability benefit payout.
A participant entitled to supplemental disability benefits will
receive a monthly payment equal to the amount determined under
(ii) above. Such payments shall commence effective with the
commencement of the participant's LTD Plan benefit payments.
Monthly payments shall permanently cease when benefit payments
under the LTD Plan cease. Monthly payments
4
<PAGE>
shall be made from Constellation Energy Group's general corporate
assets.
If a participant receiving payments pursuant to this Section 5
receives cost of living or other inflation/indexing adjustment(s)
under the LTD Plan, the payments hereunder will be automatically
increased based on the same percentage of, and at the same time
as, such adjustment(s).
(v) Bonus. Any participant who has less than ten years of Credited
Service shall be entitled to a monthly taxable cash bonus, equal
to an amount based on the cost of LTD Plan coverage, using the
formula for computing Constellation Energy Group-provided
Flexible Benefits Plan credits for LTD Plan coverage and taking
into account the Participant's Credited Service and covered
compensation. Such cash bonus shall be made from general
corporate assets.
6. Death Benefit. Constellation Energy Group shall make arrangements, through
its split-dollar life insurance program or otherwise, for life insurance
coverage for each participant who had a split-dollar policy in effect on
April 1, 2000 and who does not have a split-dollar policy under the Senior
Executive Supplemental Plan, providing that the participant's beneficiary
shall receive, as a pre-retirement death benefit, an amount which is
approximately equal to three times the participant's compensation in effect
on April 1, 2000, and as a post-retirement death benefit, an amount which
is approximately equal to two times the participant's compensation in
effect on April 1, 2000, as set forth in a separate agreement between the
participant and his/her employer.
As determined in the sole discretion of the Plan Administrator, in the
event that either (i) a participant is ineligible to receive the type of
life insurance coverage provided to other participants under this Plan, or
(ii) such coverage is not available on reasonably cost-effective terms as a
result of any penalty for smoking or other factors that are reflected in
the insurance carrier's rates, then Constellation Energy Group shall
provide a benefit that, in the discretion of the Plan Administrator, is
substantially equivalent to the cost of the benefit provided to other
participants under this Plan.
5
<PAGE>
7. Dependent Death Benefit. For a participant with a split-dollar policy under
Section 6 and who is not eligible to participate in Constellation Energy
Group's Employee Life Insurance Plan, in the event of the death of a
participant's qualified dependent while the participant is an active
employee of Constellation Energy Group or a subsidiary of Constellation
Energy Group, Constellation Energy Group shall make a death benefit payment
to the participant, from general corporate assets. For purposes of this
Section 7, qualified dependent shall have the same meaning as set forth in
Constellation Energy Group's Family Life Insurance Plan. For purposes of
this Section 7, the amount of the death benefit payment shall be the
highest amount of insurance that would have been payable with respect to
such qualified dependent if coverage had been provided under Constellation
Energy Group's Family Life Insurance Plan. The dependent death benefit
payment under this Plan shall be grossed-up for income tax withholding.
8. Sickness Benefit. Each participant, without regard to length of service,
shall be entitled to the greater of the benefits stipulated under his/her
employer's sick benefit policy for employees or twenty-six (26) weeks of
paid sick benefits within a rolling 52-week period.
9. Vacation Benefit. Each participant, without regard to length of service,
shall be entitled to the greater of the benefits stipulated under his/her
employer's vacation benefit policy for employees or five weeks of paid
vacation during a calendar year.
10. Planning Benefit. Each participant shall be entitled to certain personal
financial, tax, and estate planning services paid for by Constellation
Energy Group but provided through designated professional firms. This
entitlement shall be subject to any dollar limitation established by the
Plan Administrator with respect to all such fees. The services shall be
provided to each participant by the chosen firm(s) on a personalized and
confidential basis; and each firm shall have sole responsibility for
quality of the services which it may render. The services to be provided
shall be on an on-going and continuous basis, but shall be limited to (i)
the development and legal documentation of both career-oriented
6
<PAGE>
financial plans and personal estate plans, and (ii) tax counseling
regarding personal tax return preparation and the most advantageous
structuring, tax-wise, of proposed personal transactions.
Such planning benefit shall continue during the year of retirement plus the
next two calendar years (the year of retirement plus the next calendar year
for January 1 retirements) and include the completion of the federal and
state personal tax returns for the second calendar year following
retirement (the calendar year following retirement for January 1
retirements). However, if a retired member of senior management continues
to serve as a member of the Board of Directors of Constellation Energy
Group, his/her planning benefit period shall be extended until he/she no
longer serves as a member of the Board of Directors.
Upon the death of a participant entitled to the planning benefit provided
hereunder, his/her surviving spouse shall be entitled to receive the
following planning benefit: (i) if the deceased was not retired at the time
of death, the surviving spouse shall be entitled to the planning benefit
for the year in which the death occurred plus the next two calendar years,
including completion of the federal and state personal tax returns for the
second calendar year after the year in which the death occurred; or (ii) if
the deceased was retired at the time of death, then the surviving spouse
shall receive a planning benefit equal to that the deceased would have
received if he/she had not died prior to expiration of the planning
benefit. The surviving spouse of a retired member of senior management
whose death occurs while serving as a member of the Board of Directors of
Constellation Energy Group, shall be entitled to a planning benefit as set
forth in (i) above.
The planning benefit provided under this Plan shall be grossed-up for
income tax withholding.
11. Miscellaneous. None of the benefits provided under this Plan shall be
subject to alienation or assignment by any participant or beneficiary nor
shall any of them be subject to attachment or garnishment or other legal
process except (i) to the extent specially mandated and directed by
applicable State or Federal statute; (ii) as requested by the participant
or beneficiary to satisfy income tax withholding or liability; and (iii)
any policy of insurance written by a commercial carrier on a split-dollar
basis shall be assignable.
This Plan may be amended from time to time, or suspended or terminated at
any time, provided, however, that no amendment
7
<PAGE>
or termination shall impair the rights of any participant or beneficiary
entitled to receive current or future payment hereunder at the time of such
action. All amendments to this Plan which would increase or decrease the
compensation of any Officer of Constellation Energy Group, either directly
or indirectly, must be approved by the Board of Directors. All other
permissible amendments may be made at the written direction of the
Committee.
Participation in this Plan shall not constitute a contract of employment
between Constellation Energy Group or a subsidiary of Constellation Energy
Group and any person and shall not be deemed to be consideration for, or a
condition of, continued employment of any person.
Except for benefits, if any, provided through life insurance policies under
Section 6, all payments made under the Plan shall be made from general
corporate assets. The Plan, is intended to be unfunded for purposes of
Title I of the Employee Retirement Income Security Act of 1974. To the
extent that any person acquires a right to receive payments from
Constellation Energy Group under this Plan, such rights shall be no greater
than the right of any unsecured general creditor of Constellation Energy
Group.
In the event Constellation Energy Group becomes a party to a merger,
consolidation, sale of substantially all of its assets or any other
corporate reorganization in which Constellation Energy Group will not be
the surviving corporation or in which the holders of the common stock of
Constellation Energy Group will receive securities of another corporation
(in any such case, the "New Company"), then the New Company shall assume
the rights and obligations of Constellation Energy Group under this Plan.
This Plan shall be governed in all respects by Maryland law.
8
