Ruddick Retirement and Savings Plan

Transcription

1 Summary Plan Description Ruddick Retirement and Savings Plan Including all applicable plan amendments through January 2012 For Ruddick Corporation Employees and For Harris Teeter, Inc. Employees This document constitutes a part of a prospectus covering securities that have been registered under the Securities Act of 1933.

2 RUDDICK RETIREMENT AND SAVINGS PLAN Summary Plan Description INTRODUCTION... 3 WHY SAVE THROUGH THE SAVINGS PLAN?... 3 Payroll Deductions... 3 Company Matching Contributions... 3 Automatic Retirement Contributions... 3 Tax-Advantaged Savings Opportunities... 3 A Variety of Investments... 3 Flexibility... 4 Access Before Retirement... 4 T. Rowe Price... 4 JOINING THE SAVINGS PLAN... 4 Naming Your Beneficiary... 5 Some Points on Naming a Beneficiary... 5 Your Savings Plan Account... 5 Your Savings Plan Account Statement... 6 CONTRIBUTIONS TO THE SAVINGS PLAN... 6 What Is Pay?... 6 Your Contributions... 6 Age 50 Catch-Up Contributions... 7 Rollover Contributions... 7 In-Plan Roth Conversion... 8 Company Matching Contributions... 8 True-Up Contributions... 8 Automatic Retirement Contributions... 8 VESTING... 9 Company Matching Contributions... 9 Automatic Retirement Contributions... 9 Your Deferrals and Rollover Contributions Merged ESOP Plan Contributions Reemployment SELECTING INVESTMENTS Selecting Shares of Common Stock How to Change Your Investments YOUR COMMON STOCK ACCOUNT Dividends Voting Rights Investment Diversification Limits on Investments and Excchange into Common Stock LOANS Eligibility How Much You Can Borrow... 13

3 Loan Types and Terms: Requesting Your Loan Interest on Loans How Your Loan Is Deducted Repaying Your Loan Prepaying If Your Employment Ends If Your Employment Ends WITHDRAWALS Distribution of Automatic Enrollment Contributions Rollover Withdrawals Age 59 1 /2 Withdrawals Merged ESOP Plan Withdrawals Financial Hardship Withdrawals Distributions to Persons in Military Service How to Request a Withdrawal Taxes on Withdrawals DISTRIBUTIONS How Your Account Will Be Paid How Your Account Will Be Paid Distribution of Automatic Retirement Contributions for Participants Covered Under the Floor Offset Arrangement Applying for a Distribution Retirement or Disability Termination of Employment Death Attainment of Age 70 1 / Taxes on Your Distribution Direct Rollover and Automatic Withholding Direct Rollover to a Roth IRA Direct Rollover by a Non-Spouse Beneficiary to an Inherited IRA LEGAL AND ADMINISTRATIVE INFORMATION Plan Administration Contributions to the Plan Investment Direction Liability Limitations on Rights Amendment of the Plan Termination of the Plan Top-Heavy Rules Qualified Domestic Relations Orders (QDRO) Administration Claim Denial and Appeal Process Nonapplication of Pension Benefits Guaranty Corporation (PBGC) Guarantees Special Rights Under the Employee Retirement Income Security Act of 1974 (ERISA). 23 PRIOR FUND PERFORMANCE... 24

4 RUDDICK RETIREMENT AND SAVINGS PLAN Summary Plan Description This Summary Plan Description outlines the main features of the Ruddick Retirement and Savings Plan ( Savings Plan ) restated as of January 1, 2011 and as amended up to January 1, It does not attempt to cover every detail. Complete information can be found only in the formal plan document. If there is a conflict between the information contained in this Summary Plan Description and the plan document, the plan document will prevail. The Securities and Exchange Commission ( SEC ) views the offering by an employer to participate in a voluntary contributory plan that has an employer stock fund as an investment option to be the offering of a security, whether or not a participant s contributions are invested in the employer stock fund. Accordingly, Ruddick Corporation has filed a Registration Statement (No ) (the Registration Statement ) with the SEC relating to the shares of Ruddick Corporation s common stock, no par value ( Common Stock ), to be offered to employees eligible to participate in this Plan. This Summary Plan Description, any supplemental documents that Ruddick Corporation provides from time to time, and the documents incorporated in this Summary Plan Description by reference (see below) constitute a prospectus under the Registration Statement. These securities have not been approved or disapproved by the SEC or any state securities commission, nor has the SEC or any state securities commission passed upon the accuracy or adequacy of this Summary Plan Description as a prospectus. Any representation to the contrary is a criminal offense. Ruddick Corporation incorporates by reference into this Summary Plan Description the documents that are incorporated by reference in the Registration Statement, including (i) its Annual Report on Form 10-K for the year ended October 2, 2011, filed with the SEC on December 1, 2011, (ii) its Quarterly Report on Form 10-Q for the period ended January 1, 2012, filed with the SEC on February 10, 2012, (iii) its Current Reports on Form 8-K, filed with the SEC on October 28, 2011, November 7, 2011, November 14, 2011, February 1, 2012 and February 3, 2012, (iv) the Ruddick Retirement and Savings Plan Annual Report on Form 11-K for the fiscal year ended December 31, 2010, filed with the SEC on June 28, 2011, (v) the description of its Common Stock contained in its registration statement filed pursuant to Section 12 of the Securities Exchange Act of 1934, as amended, and all amendments and reports filed for the purpose of updating such description, including Ruddick Corporation s Registration Statement on Form 8-A filed December 15, 2000, and (vi) all of its documents filed with the SEC pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended, after the effectiveness of the Registration Statement and prior to the filing of a post-effective amendment which either indicates that all securities offered hereto have been sold or deregisters all securities then remaining unsold. A Current Report on Form 8-K furnished to, but not filed with, the SEC will not be incorporated by reference herein. Any statement contained in a document incorporated or deemed to be incorporated by reference herein shall be deemed to be modified or superseded for purposes of this document to the extent that a statement contained herein or therein or in any other subsequently filed document which also is or is deemed to be incorporated by reference herein or therein modifies or supersedes such statement. Any such statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this document. If you desire to invest in Ruddick Corporation Common Stock through the Savings Plan, you should review not only this Summary Plan Description, but also Ruddick Corporation s most recent Annual Report. A copy of the Annual Report is available on the Corporation s website at under the tab Annual Reports. In the event you do not have access to the internet, you may request an 1

5 Annual Report by calling or by sending a request to the Secretary, Ruddick Corporation, 301 S. Tryon St., Suite 1800, Charlotte, NC Ruddick Corporation will provide without charge to each person who makes a written or oral request a copy of any or all of these filings, other than exhibits to such documents (unless such exhibits are specifically incorporated by reference into such documents), and copies of other documents required to be delivered pursuant to Rule 428(b) under the Securities Act of 1933, as amended, and any other documents required to be delivered to Savings Plan participants. Such requests for information should be directed to the attention of Plan Administrator, c/o Corporate Secretary, Ruddick Corporation 301 South Tryon Street, Suite 1800, Charlotte, North Carolina 28202, All investment funds are offered by prospectus only. Prospectuses contain more complete information on risks, advisory fees, distribution charges and other expenses and should be read carefully before you invest or send money. Prospectuses can be obtained directly from the Plan Administrator. If at any time you have specific questions about the Savings Plan as it applies to you, please bring them to the attention of the Plan Administrator. You may also examine the Savings Plan itself at a reasonable time by making arrangements with the Plan Administrator. Please note that either you or your employer may terminate your employment at will. Nothing in the Savings Plan or this Summary Plan Description in any way creates an express or implied contract of employment. The total number of shares which may be offered under the Savings Plan is 1,000,000 shares of Common Stock. Notwithstanding any other provision of the Savings Plan, in no event may more than 10% of the combined assets of the Savings Plan be invested at the time shares are acquired in qualifying employer securities within the meaning of section 407 of the Employee Retirement Income Security Act of 1974 ( ERISA ). 2

6 RUDDICK RETIREMENT AND SAVINGS PLAN Summary Plan Description INTRODUCTION The Savings Plan is one of the ways your employer helps you prepare for retirement. The Savings Plan is specially designed to add to the retirement benefits offered by your employer, as well as the income you may receive from Social Security. It is designed to make saving for your future convenient and uncomplicated. For purposes of the remaining portions of this Summary Plan Description, any reference to Company shall be deemed to be a reference to the company that is your employer. With the Savings Plan, you save on your own terms, choosing how much to contribute and how to invest your money. You are able to meet your changing needs through flexible features that let you modify your savings and investing strategy at any time. The Savings Plan is designed for long-term investment, so your account is not as accessible as a bank account. Even so, loan and limited withdrawal options are available if you need access to your savings before retirement. Best of all, when you save through the Savings Plan, the Company becomes a partner in your future because the Company may make a matching contribution to your account based on how much you save. The Company also makes automatic retirement contributions to your account if you meet the requirements for such contributions. WHY SAVE THROUGH THE SAVINGS PLAN? Payroll Deductions Often, the most difficult part about saving is doing it regularly and consistently. With the Savings Plan, you decide how much you would like to contribute to the Savings Plan between 1% and 30% of your pay (subject to possible limitations) and that amount is automatically deducted from your paycheck. Company Matching Contributions For every dollar that you save, the Company may match a discretionary percentage. Automatic Retirement Contributions For each plan year (January 1 December 31), the Company will make an automatic retirement contribution to your account if you have completed at least 1,000 hours of service during the 12-month period ending on September 30 of each plan year and you are an employee of the Company or one of its affiliates on the last day (December 31) of the plan year. Tax-Advantaged Savings Opportunities You can contribute to the Savings Plan using Pre-Tax Deferrals or Roth Deferrals. Your Pre-Tax Deferrals are deducted from your pay before most taxes have been withheld, effectively lowering your taxes today. These Pre- Tax Deferrals, along with earnings, will be subject to federal income tax when withdrawn. Roth Deferrals to the Savings Plan are taken out of your pay after most taxes have been withheld. These Roth Deferrals, along with earnings, will not be subject to federal income tax when withdrawn, as long as certain restrictions are met. Generally, any Company Matching Contributions and Automatic Retirement Contributions to the Savings Plan on your behalf and investment earnings on those contributions are not taxed until you withdraw them from the Savings Plan. A Variety of Investments Regardless of your goals or investment preferences, the funds offered through the Savings Plan fit a wide range of comfort levels. You may choose the funds in which your contributions and the Company's contributions are invested. Create a strategy that meets your needs by directing your contributions to one or more of the many investment options. 3

7 Flexibility With the Savings Plan, you are never locked into just one way of saving or investing. Recognizing that your needs change over time, the Savings Plan allows you to modify your investment strategy at any time. Access Before Retirement Although the goal of the Savings Plan is to help you save for your retirement years, the Company also recognizes that there may be times before retirement when you need your money. The Savings Plan has a loan feature and limited withdrawal options available to help you meet those needs. This Summary Plan Description outlines the main features of the Savings Plan as of January 1, 2011 and as amended up to January 1, 2012, and is applicable to certain participants who are Employees of Ruddick Corporation or Harris Teeter, Inc. as of that date. It does not attempt to cover every detail. Complete information can be found only in the formal plan document. If there is a conflict between the information contained in this Summary Plan Description and the formal plan document, the plan document will prevail. Effective October 1, 2005, the Savings Plan was amended to add automatic retirement contributions. For certain participants, the automatic retirement contribution is part of a floor offset arrangement under the Ruddick Corporation Employees Pension Plan. Also, effective January 1, 2006, the Savings Plan was amended to add an enhanced matching contribution and is, in part, an employee stock ownership plan or ESOP to the extent investments are made in shares of Common Stock. Effective December 28, 2007, the Savings Plan was amended to accommodate the merger of the Ruddick Employee Stock Ownership Plan ( ESOP Plan ) into the Savings Plan. Please note that the ESOP Plan was frozen effective September 30, As a result of the freeze, the Company ceased making further contributions to the ESOP Plan. The ESOP portion of the Savings Plan includes shares of Common Stock that were invested in the ESOP Plan and merged with the Savings Plan. T. Rowe Price T. Rowe Price Retirement Plan Services, Inc. was hired by the Company to provide recordkeeping services to the Savings Plan. Most transactions or questions you have about the Savings Plan can be handled by T. Rowe Price. For your convenience, there are three ways to access your account by contacting T. Rowe Price: The participant website at rps.troweprice.com. The participant website gives you 24-hour account access via the Internet. With the participant website, you can enroll in the Savings Plan as well as view your account balance and investments, make changes to your account, request more information, and view investment and performance information. Plan Account Line (PAL) PAL is the toll-free, automated phone service available 24 hours a day, seven days a week. With the PAL, you can enroll in the Savings Plan as well as check on your account balance, make changes to your account, request more information, and listen to investment and market updates. T. Rowe Price representative at If you need personal assistance, T. Rowe Price representatives are available business days between 7 a.m. and 10 p.m. (Eastern Time). JOINING THE SAVINGS PLAN Eligibility You, as an employee of the Company, are eligible to participate in the Savings Plan after three months of service. After 45 days of service, you will receive an enrollment package containing information about the benefits of the Savings Plan. The package will also explain how to make changes to your default enrollment elections by contacting T. Rowe Price. However, you are not eligible to participate in the automatic retirement contributions available under the Savings Plan until the January 1 or July 1 that occurs after you reach age 21 and complete one year of service with the Company. For the purpose of determining when you become eligible for automatic retirement contributions under the Savings Plan, you will be credited with a year of service for a 12-month period, as described below, during 4

8 which you complete at least 1,000 hours of service. Your first year of service will begin at the time you first complete an hour of service. If you do not complete 1,000 hours of service in your first 12 months of employment, the period for determining whether you have a year of service for eligibility purposes switches to the plan year. If you are a new or reemployed member, unless you elect out of automatic enrollment, you will be automatically enrolled in the Savings Plan with a Pre-Tax Deferral election of 4% of your pay (see CONTRIBUTIONS TO THE SAVINGS PLAN that follows for a description of how pay is defined). The automatic 4% deferral is automatically invested in an age-appropriate retirement fund based upon retirement at age 65 unless you elect otherwise. If you ve previously opted out of automatic enrollment, unless you elect otherwise, on an annual basis the Company may again attempt to automatically enroll you. If you do not wish to make contributions to the Savings Plan, you can decline enrollment by contacting T. Rowe Price. If you would like to make contributions to the Savings Plan at a percentage other than 4%, you can choose a different percentage by contacting T. Rowe Price. In addition, you may elect to automatically increase your Pre-Tax Deferral election in 1% increments on an annual basis by contacting T. Rowe Price. The Company may, on an annual basis, automatically increase your contributions in 1% increments until your deferral percentage reaches 10% unless you opt out of the automatic increase. You can call T. Rowe Price at or log into the participant website at rps.troweprice.com to change your contribution elections or to decline to make pretax deferral contributions. Naming Your Beneficiary A Designation of Beneficiary Form will be mailed to your home with the enrollment package sent to you before you become eligible to participate. Complete and return this form to indicate the person(s) who should receive your Savings Plan account in the event of your death. If you are married, you must name your spouse as your beneficiary unless your spouse agrees otherwise. If you wish to designate someone other than your spouse, you must provide your spouse s written consent on a Designation of Beneficiary Form. Your spouse s written consent must be witnessed by a notary public or an authorized representative of the Savings Plan. If you are single, you may name anyone as your beneficiary. If you do not designate a beneficiary, benefits will be paid to your estate. Special rules may apply to the portion of your account balance that consists of automatic retirement contributions, as described in the Automatic Retirement Contributions section that follows. Some Points on Naming a Beneficiary. If you are married, or if you become married, your spouse automatically becomes your beneficiary regardless of your previous designation, unless your spouse consents in writing to another designation. You should notify the Plan Administrator of any changes in your marital status. If you divorce, you may designate another beneficiary unless a Qualified Domestic Relations Order (QDRO) is in place. Such an order may limit your ability to name another beneficiary. If you designate more than one beneficiary, payment of your Savings Plan account will be divided equally among your beneficiaries unless you designate otherwise. You may change your beneficiary designation at any time by completing and delivering a Designation of Beneficiary Form to T. Rowe Price with the consent of your spouse, if necessary. It will be effective ONLY if received by T. Rowe Price prior to your death. To request a Designation of Beneficiary Form, you may call T. Rowe Price at or you may make changes to your beneficiary designation via the Internet on the participant website at rps.troweprice.com. If you change your beneficiary designation, after you complete all the required steps to change your beneficiary designation, T. Rowe Price will send a written confirmation of your change to you by regular mail to your latest mailing address provided to T. Rowe Price. Do not assume the change was made unless you complete all the required steps to make your desired change and you receive written confirmation of the change. If you do not receive your written confirmation within thirty (30) days after you make your beneficiary designation change, you should call T. Rowe Price at to be sure the change was made. Your Savings Plan Account Once you are enrolled, you will have your own personal account. Separate records will be kept of: Your Pre-tax Deferrals, Your Roth Deferrals, 5

9 Matching contributions made to your account, Automatic retirement contributions made to your account, ESOP Plan contributions merged with the Savings Plan, Any rollover contributions you may have made, Any in-plan Roth conversions, Any shares of Common Stock you hold in your account, Any loan you have outstanding, and Investment elections and earnings and losses. Your Savings Plan Account Statement You can contact T. Rowe Price at or log in to the participant website on the Internet at rps.troweprice.com to obtain your most recently updated account balance. Each quarter, you will receive a statement detailing the activity in your account and showing helpful information about your Savings Plan participation. CONTRIBUTIONS TO THE SAVINGS PLAN There are two basic types of contributions those you make to the Savings Plan, and those the Company makes on your behalf. All Savings Plan contributions are based on your pay. Whether it is the contributions you make out of your pay, or the contributions the Company makes on your behalf, the amount is a percentage of your pay. What Is Pay? For the purposes of the Savings Plan, your pay is generally your total cash compensation (as reported or reportable on your W-2 form). Your pay will include your pre-tax contributions to the Savings Plan and any before-tax contributions you make toward the cost of coverage under the group medical and other insurance plans sponsored by the Company. Your pay will also include any differential wage payment that you receive for any period during which you are on active duty in the uniformed services for more than 30 days. If you terminate employment with the Company, your Pay will include amounts you receive by the later of 2 ½ months after your severance or the end of the plan year during which you leave employment, as long as the amounts are regular pay for your services and the amounts would have been paid to you if you had remained employed. Your pay generally does not include payment or reimbursement of any expenses, including foreign housing, relocation and travel expenses, payment for premiums or similar fees or expenses related to any life insurance plan or program, tax gross up payments and payments of foreign taxes, and compensation reportable to you as a result of the exercise of a stock option, any deferred compensation to, or distributions from, a nonqualified deferred compensation plan or any severance paid after your employment ends. Your pay will exclude all payments received after your severance of employment except those described above. By law, pay above the IRS pay limit ($250,000 in 2012; subject to indexing in future years) will not be recognized for purposes of determining your contributions. Your Contributions Your Pre-Tax Deferrals are deducted before most taxes are withheld from your pay. Your current taxable pay is, therefore, reduced by these contributions. This means your current federal income tax and, in most cases, state and local taxes will be lower. The contributions you make are not subject to federal or state income taxes until they are distributed to you. This means that you can save for your future while you lower your current taxable income. Plus, any investment earnings on these savings will not be taxed until they are paid to you. Your Roth Deferrals are deducted after most taxes are withheld from your pay. So, these contributions will not lower your current taxes. However, these contributions, and any earnings on these contributions, are not subject to federal income tax and in most cases, state and local taxes at the time of distribution as long as the distribution occurs at least 5 years after your initial Roth Deferral into the Savings Plan, and you have attained Age 59 ½, become disabled, or died. 6

10 How Much You Can Save You can save any whole percentage of your pay from 1% to 30%. This percentage may be limited for certain highly paid participants. You will be notified if this limit applies to you. Your contributions are automatically deducted from your paycheck. In no event can you contribute more than the Internal Revenue Code dollar limit on deferrals ($17,000 in 2012; subject to indexing in future years). Please note these limits apply to Pre-Tax Deferrals and Roth Deferrals combined. Starting, Stopping, or Changing Your Contributions If you are a new or reemployed member, unless you elect out of automatic enrollment, you will be automatically enrolled in the Savings Plan with a Pre- Tax Deferral election of 4% of your pay. If you ve previously opted out of automatic enrollment, unless you elect otherwise, on an annual basis the Company may again attempt to automatically enroll you. You can stop or change your contributions at any time by calling T. Rowe Price at or through the participant website at rps.troweprice.com. Changes will be effective as soon as administratively possible. After you complete all the required steps to change your enrollment status or change your contributions, T. Rowe Price will send a written confirmation of your change to you by regular mail to your latest mailing address provided to T. Rowe Price. Do not assume your changes have been made until you complete all the required steps to make your desired changes and you receive written confirmation of the changes. If you do not receive your written confirmation within thirty (30) days after you make any change, you should call T. Rowe Price at to be sure the change was made. You should also verify that any change in your enrollment status or change in your contributions are properly shown on your next quarterly benefit statement. Your enrollment status and contribution rate will be deemed to be correct if you do not inform T. Rowe Price of any necessary corrections within thirty (30) days after the date of such quarterly benefit statement. Automatic Increases to Your Contributions You may elect to make an automatic annual increase to your Pre-Tax Deferrals in 1% increments up to 10% of your pay. If you make this election, increases will be effective each year on the date of your choosing, and you will be notified of the increase approximately 45 days before it is scheduled to take place. In addition, the Company may, on an annual basis, automatically increase your contributions in 1% increments until your deferral percentage reaches 10% unless you opt out of the automatic increase. You may elect out of an automatic increase by contacting T. Rowe Price at or through the participant website at rps.troweprice.com. If you would like for your Pre-Tax Deferrals to increase automatically on an annual basis on any day of the year that you choose, you may establish this service by contacting T. Rowe Price. Age 50 Catch-Up Contributions If you are age 50 or above (or will attain age 50 by the end of the plan year), and if you contribute or are projected to contribute up to certain plan maximums during the year, you will be allowed to make extra, catch-up contributions ($5,500 in 2012; subject to increases in future years). These catch-up contributions can be made as Pre-Tax Deferrals or as Roth Deferrals. Savings Plan maximums include the dollar limit on deferrals ($17,000 in 2012; subject to indexing in future years) and the Savings Plan limits on deferrals (30% of pay or, for highly compensated employees, $14,500; subject to change in the future). Rollover Contributions If you receive a distribution from a prior employer s qualified plan, you may be able to roll over the taxable portion into the Savings Plan and defer paying taxes on your distribution. You may also rollover any Roth Deferrals that you might have made to the previous plan. You can roll over a distribution even before you become eligible to participate in the Savings Plan. You have 60 days from the day you receive a distribution to roll it over without incurring income tax liabilities on the amount. Direct rollovers simplify the process. You may have your distribution from a prior employer s plan directly rolled over into the Savings Plan by requesting that your distribution check be made out to T. Rowe Price Trust Company, Trustee of the Ruddick Retirement and Savings Plan for the benefit of (f/b/o) [your name]. Contact T. Rowe Price at or log in to the participant website at rps.troweprice.com to obtain the necessary rollover forms. The rollover forms that you receive will include a Rollover Transmittal Form, which includes a section called the Former Employer Plan Sponsor Rollover Statement. You should complete the Rollover Transmittal Form and have your previous 7

11 employer complete the Former Employer Plan Sponsor Rollover Statement section. The completed forms should be returned to T. Rowe Price. Your rollover will be kept separate from the other contributions in your account. Rollover contributions are not matched by the Company. In-Plan Roth Rollover If you are eligible to take an Age 59 ½ Withdrawal, you may take the proceeds from such withdrawal and directly convert the amount into a Roth account in the Savings Plan. Income taxes will be due on the taxable portion of your withdrawal for the year during which Age 59 ½ Withdrawal is made. After the In-Plan Roth Rollover has been completed, the amount of the withdrawal will be treated as Roth money for tax purposes. No further taxes will be due when the In-Plan Roth Rollover amounts are distributed to you as long as you have reached Age 59 ½, become disabled, or died, and 5 calendar years have passed since the In-Plan Roth Rollover was performed. Amounts in your In-Plan Roth Rollover account are available for withdrawal at any time. Company Matching Contributions To encourage you to save for the future, the Company generally offers a matching contribution that is based on the amount you contribute to the Savings Plan. The match is discretionary you get a match equal to the percentage of pay that is periodically announced by the Company. If you make deferrals to the Savings Plan, the Company s matching contribution, if any, will be made for each payroll contribution that you make Pre-Tax Deferrals and/or Roth Deferrals. Unless you elect in advance to invest the Company matching contributions in other funds, the Company will automatically invest the Company matching contributions in an age-appropriate retirement fund based upon an assumed retirement at age 65. True-Up Contributions In certain limited situations, the Company may contribute an additional matching contribution (known as a true-up matching contribution) for affected participants as of the end of the plan year (December 31) to assure that affected participants receive all of the Company match to which they are entitled. True-up matching contributions will be made as soon as administratively feasible following the close of each plan year. Automatic Retirement Contributions In order to be eligible to share in the automatic retirement contribution, you must complete at least 1,000 hours of service during the 12-month period ending on September 30 of each plan year and must be an employee of the Company or an affiliate on the last day (December 31) of the plan year. However, if you are not employed on December 31 because you (i) retired on or after reaching age 65, (ii) died, or (iii) terminated service on or after reaching age 55 with a combined age and years of service equal to or greater than 85 during the plan year, you or your beneficiary are eligible to share in the allocation of the contribution if you ve completed the required 1,000 hours of service described above. If you meet the above requirements, your automatic retirement contribution will be a percentage of your pay, determined on the basis of the combined total of your complete years of age and your years of service as of the last day of the plan year (December 31)(your age and service points ), as follows: 1-39 Age and Service Points. If you have at least 1 but not more than 39 age and service points, you will receive an automatic retirement contribution equal to 2% of your pay Age and Service Points. If you have at least 40 but not more than 59 age and service points, you will receive an automatic retirement contribution equal to 3% of your pay Age and Service Points. If you have at least 60 but not more than 79 age and service points, you will receive an automatic retirement contribution equal to 4% of your pay. 80 or More Age and Service Points. If you have 80 or more age and service points, you will receive an automatic retirement contribution equal to 5% of your pay. 8

12 Only pay for the plan year will be considered in determining the allocation of the automatic retirement contribution for that plan year. A year of service is a period of 12 consecutive months starting on October 1 and ending on September 30 of each year during which you work at least 1000 hours for the Company. In addition, employment with Damon Worldwide Inc. ( Damon ) will count towards your years of service if you became employed by Damon immediately following a Termination of Service from the Company, you returned to service with the Company not more than 5 years following your Termination of Service, and your return to service for the Company takes place immediately following your period of service with Damon and after March 1, In all other cases, past service credit for service with prior employers will not be considered when determining your age and service points. Unless you elect in advance to invest the automatic retirement contributions in other funds, the Company will automatically invest the automatic retirement contributions in an age-appropriate retirement fund based upon an assumed retirement at age 65. VESTING Vesting means ownership. You become the owner of the amounts contributed by the Company as matching contributions and automatic retirement contributions (plus the earnings attributable to such contributions) depending on the number of years of service you have completed on the date you terminate employment. Company Matching Contributions You are 100% vested in matching contributions made before January 1, 2002, after you complete five years of service with the Company. For matching contributions made on or after January 1, 2002, you will become 100% vested after you complete three years of service with the Company. In order to receive credit for a year of service, you must complete at least 1,000 hours of service during the vesting computation period (October 1 through September 30). In addition, employment with Damon Worldwide Inc. ( Damon ) will count towards your years of service if you became employed by Damon immediately following a Termination of Service from the Company, you returned to service with the Company not more than 5 years following your Termination of Service, and your return to service for the Company takes place immediately following your period of service with Damon and after March 1, In all other cases, past service credit for service with prior employers will not be considered when determining your years of service. The above vesting requirement does not apply in the event of your death or disability while employed with the Company, or when you reach age 65. In these cases, you will become 100% vested regardless of the number of completed years of service. If during your employment with the Company, you are part of a reserve component that is called to active military service and you die during such service, the vesting requirement above does not apply. Automatic Retirement Contributions You will become 100% vested in any automatic retirement contributions made before January 1, 2007, after you complete five years of service with the Company. For automatic retirement contributions made on or after January 1, 2007, you will become 100% vested after you complete three years of service with the Company. To receive credit for a year of service, you must complete at least 1,000 hours of service during the vesting computation period (October 1 through September 30). In addition, employment with Damon Worldwide Inc. ( Damon ) will count towards your years of service if you became employed by Damon immediately following a Termination of Service from the Company, you returned to service with the Company not more than 5 years following your Termination of Service, and your return to service for the Company takes place immediately following your period of service with Damon and after March 1, In all other cases, past service credit for service with prior employers will not be considered when determining your years of service. Except as outlined above, you will be credited with past years of service for purposes of vesting in automatic retirement contributions only equal to the benefit service earned under the Ruddick Corporation Employees Pension Plan as of October 1, The above vesting requirement does not apply in the event of your death while employed with the Company or on active military leave or when you reach age 65. In these cases, you will become 100% vested regardless of the number of completed years of service. Disability, however, will not result in 100% vesting in your automatic retirement contributions. 9

13 Your Deferrals and Rollover Contributions You are always 100% vested in your deferrals (plus earnings) as well as any rollover contributions (plus earnings). Merged ESOP Plan Contributions As a result of the ESOP Plan freeze, all ESOP Plan participants who were employees of the Company on September 30, 2005 became fully vested in their ESOP Plan accounts on September 30, Reemployment What if you return to work after terminating service as an eligible participant? You will be eligible to participate again in the Savings Plan as soon as administratively feasible following the date you return to work. If you return within five years, your years of service before and after your time away will be counted for vesting purposes, provided you complete one year of service after you return. If you were not vested when you left, you will forfeit any matching contributions and automatic retirement contributions, including earnings, on the earlier of the distribution of your vested account balance or five years. If you return to work within five years, the matching contributions, automatic retirement contributions, and earnings that you forfeited will be restored to your account provided that you repay your entire distribution before the earlier of five years from the date you resumed employment or five years after the date you received your distribution. SELECTING INVESTMENTS There are a number of different investment options available through the Savings Plan. You decide which option(s) are right for you and how much to invest. To help your savings grow, the Company offers a number of different investment options through the Savings Plan. The investments have been carefully selected to give you a diverse set of options. Each investment has a different objective, strategy, and risk factor. You decide which option(s) are right for you and how much to invest in each. You can invest 100% in any one investment or split your investment in 1% increments. You may make separate investment elections for your contributions, company matching contributions, and automatic retirement contributions. The Plan Administrator may add additional investment options or change investment options in the future. You will be notified of any changes to the investment options as they become available. Selecting Shares of Common Stock As part of the Savings Plan you may elect to direct up to 20% of your savings into shares of Common Stock. If you choose to invest in Common Stock, a separate Common Stock account shall be set-up within your personal account. You may elect any time to have all or part of the shares that are held in your Common Stock account sold and reinvested in any of the other investment options available through the Savings Plan. If you desire to invest in Ruddick Corporation Common Stock through the Savings Plan, you should review not only this Summary Plan Description, but also Ruddick Corporation s most recent Annual Report. A copy of the Annual Report is available on the Corporation s website at under the tab Annual Reports. In the event you do not have access to the internet, you may request an Annual Report by calling or by sending a request to the Secretary, Ruddick Corporation, 301 S. Tryon St., Suite 1800, Charlotte, NC How to Change Your Investments Over time, you may find that you wish to change the allocation of your savings among the available investment options. The Savings Plan makes it possible for you to reallocate your account at any time. By contacting T. Rowe Price at or logging into the participant website at rps.troweprice.com, you can: 10

14 Change the investment direction for future contributions to your account, and/or Reallocate the investment of your existing account balance. You don t have to have the same investment allocations for both existing and future savings. If you request an investment change by 4 p.m. eastern time, your election will take effect on the same business day. If your request is after 4 p.m., your election will become effective on the following business day. For example, if you request to change your investment direction for future contributions before 4 p.m. on June 15, the new direction applies to contributions you make on June 15. But, if your request is made after 4 p.m., the new election takes effect on the next business day. When you reallocate your existing balances, shares will be sold from one or more investment options and the assets will be transferred to other investment options to satisfy the new allocation you choose. Transactions involving Common Stock will take more than one day. For example, if you place a transaction selling Common Stock on day one, the stock will be sold on day two, and the purchase of the new investment option will occur on day three. If you place a transaction to sell another plan investment to buy Common Stock, the other investment will be sold on day one and the Common Stock will be purchased on day two. All transactions in Common Stock on a given day are processed at the same time. First, T. Rowe Price processes all trades that are received by 4 p.m. eastern time through its recordkeeping system on day one. The following day, T. Rowe Price nets the trades in Common Stock. The net trade is the difference between all participant buy and participant sell activity in Common Stock. By netting the participant trade requests, the transaction costs are reduced. All participants receive the same transaction price whether they are buyers or sellers. This price reflects the actual price of the net transaction, and may not necessarily reflect the closing price of Common Stock on any given day. After you complete all the required steps to change your investments, T. Rowe Price will send a written confirmation of your change to you by regular mail to your latest mailing address provided to T. Rowe Price. Do not assume your changes have been made until you complete all the required steps to make your desired changes and you receive written confirmation of the changes. If you do not receive your written confirmation within thirty (30) days after you make any change, you should call T. Rowe Price at to be sure the change was made. You should also verify that any change in your investments are properly shown on your next quarterly benefit statement. Your investment allocation will be deemed to be correct if you do not inform T. Rowe Price of any necessary corrections within thirty (30) days after the date of such quarterly benefit statement. YOUR COMMON STOCK ACCOUNT An account will be set up in your name to maintain and record the number of shares of Common Stock invested in your Common Stock account. You may sell the Common Stock in your account or purchase additional Common Stock. However, effective August 1, 2010, you will not be allowed to initiate a purchase of Common Stock in the Savings Plan that will result in Common Stock constituting more than 20% of your Savings Plan account. The Committee or other fiduciary with responsibility for selecting investment options has no authority or responsibility concerning your investment decisions with respect to shares held in your Common Stock account. The Common Stock account will be invested exclusively in Common Stock, except only to the extent of cash-equivalent investments necessary to facilitate transfers into and out of the Common Stock account. The Company intends the Common Stock account to be a permanent investment fund unless the Savings Plan's independent investment manager with fiduciary responsibility for the Common Stock account determines, in its sole discretion, that the continued holding or purchase of Common Stock would be inconsistent with ERISA. In such event, the independent fiduciary will have the authority and responsibility to impose any limitation or restriction on future investments in Common Stock; to eliminate the Common Stock account as an investment option; and to sell or otherwise dispose of the Common Stock held in the Common Stock account. 11

15 Dividends Dividends are discretionary payments from a company s profits to its stockholders. If you have Common Stock in your Common Stock account, you are entitled to receive your proportional amount of any dividends paid by Ruddick Corporation. If Ruddick Corporation declares dividends, they are usually paid on or near the first day of each calendar quarter (January 1, April 1, July 1, and October 1). You may elect to have any dividends paid on the Ruddick Corporation Common Stock in your Common Stock account (1) paid directly to you, (2) kept in the Savings Plan, or (3) reinvested in Common Stock through dividend reinvestment programs or arrangements maintained by Ruddick Corporation: Dividends Paid Directly to You The dividends are paid to you. You will owe income taxes on the amount paid. T. Rowe Price will report the amount of your taxable dividend income each calendar year by sending a 1099-DIV form to you and the IRS after the end of each year. Dividends Kept in the Savings Plan The dividends will be used to purchase additional shares of Common Stock, unless you elect otherwise. The shares will be added to the existing shares in the Savings Plan. These dividends will remain tax-deferred until you withdraw them from the Savings Plan and are immediately 100% vested. Once in the Savings Plan, these dividends are subject to the same withdrawal rules as the rest of your vested Common Stock account balance. Alternatively, you may elect to have the dividends invested into other allowable investments in the Savings Plan. Dividend Reinvestment Account The dividends are paid to your designated reinvestment account and reinvested in Common Stock. As with any shares held in your dividend reinvestment account, you may sell some or all of your shares at any time in a taxable transaction. Additionally, you will owe income taxes on the amount paid as dividends because it is used to purchase Common Stock outside of the Savings Plan. T. Rowe Price will report the amount of your taxable dividend income each year by sending a 1099-DIV form to you and the IRS after the end of each calendar year. To make your election or learn more about your dividend reinvestment options, call the T. Rowe Price Plan Account Line at or log in to the participant website at rps.troweprice.com. Representatives are available business days from 7 a.m. until 10 p.m. eastern time. If you forget to make your election, the dividends paid on the shares of Common Stock in the Savings Plan will be paid to your Common Stock account in the Savings Plan and reinvested in Common Stock. Voting Rights You have the right to direct the trustee how to vote the shares of Common Stock in your Common Stock account. You receive all the information distributed by Ruddick Corporation to its shareholders. You will also receive a proxy voting instruction card. The trustee will then vote the stock in your Common Stock account in accordance with your instructions. Investment Diversification You may elect at any time to invest all or part of your Common Stock account in other investment funds besides Common Stock. Limits on Investments and Exchange into Common Stock Effective August 1, 2010, you are limited to investing a maximum of 20% of future Plan contributions into Common Stock. In addition, you are not allowed to initiate an exchange into Common Stock that will result in your holdings in Common Stock constituting more than 20% of your entire account balance. If as of August 1, 2010, your holdings in Common Stock constituted more than 20% of your entire account balance, no change was made to your account. The limitations were only applied to contributions or exchanges made on or after August 1, In addition, the 20% limitation does not apply to your ability to reinvest any dividends into Common Stock. LOANS Loans give you the flexibility to access your retirement savings when you need it. 12