Summary Plan Description Commerce Bancshares Restated Retirement Plan

Transcription

1 Summary Plan Description Commerce Bancshares Restated Retirement Plan Updated June 2010 Table of Contents Introduction Plan Highlights Participation Plan Account Benefit Earned Before 1995 Benefits At Normal Retirement...Age 65 Benefits At Early Retirement Benefits At Termination Of Employment Payment Of Benefits Survivor Protection When It's Time For Payment Benefit Rights Your Benefit Is Protected If The Plan Becomes Top-Heavy Administrative Information Appendix A Introduction This summary describes the Commerce Bancshares Restated Retirement Plan as of January 1, In describing the plan, we have tried to avoid many of the technical words and phrases of the legal document. If we have omitted or misstated any of the plan's provisions in our efforts to make the plan easier to understand, the plan's official legal document remains the final authority. The document governs the administration of the plan and payment of benefits. If you wish, you may examine the legal document or obtain a copy for yourself. It is available through the Human Resources Department. Plan Highlights Planning ahead for retirement is important. The Commerce Bancshares Restated Retirement Plan provides one source of retirement income. Along with your Social Security benefits, Commerce Bancshares Participating Investment Plan (PIP) and personal savings, the plan can help you build future retirement income. Commerce provides the following: Your total plan benefit earned after December 31, 1994 (June 30, 1994 for employees at certain locations) is represented by the balance of your CB+I Account... Cash Balance + Interest. Each year beginning in 1995 and ending in 2004, Commerce will credit to your CB+I account an amount equal to a percentage of your pay, including overtime and bonuses. The amount of your credit is determined by your age as of January 1 each year plus your years of plan participation. An additional contribution is made if you make more than 50% of the Social Security taxable wage base

2 for that year. Effective for 2005 and future years, the plan was frozen and no additional pay credits will be added to the CB+I accounts of participants. An interest credit of at least 5% is added to your CB+I account each year. Interest credits will be made for 2005 and future years even though annual pay credits have been frozen. Any retirement plan benefit you had earned as of December 31, 1994 under the previous Commerce plan formula will be increased each year you are employed by Commerce. The increase is based on the Consumer Price Index (up to a maximum of 4%). At retirement, your total account balance is converted to a monthly, lifetime payment. The amount of monthly payments is based on your CB+I account balance, your 12/31/94 Commerce Plan frozen benefit, any frozen benefit from a prior plan that merged with this Plan and the payment form you choose. Normal retirement is at age 65. If you work beyond normal retirement, you will continue to participate in the plan and to accrue interest credits, but your benefits will not begin until you actually retire. You may retire and begin receiving monthly benefits as early as age if you have 10 or more years of vesting service. Your plan benefits will be lower than if you had worked until normal retirement because you will not accrue interest credits and because you will have a longer expected payout period. Once payments begin, they will be paid for as long as you live or until you are reemployed with Commerce. Payments also can continue to your surviving spouse or, in limited circumstances, to another beneficiary after your death. Also, if you die while employed by Commerce and you meet certain eligibility requirements, the plan will pay benefits to your surviving spouse or, in limited circumstances, to another beneficiary. If you leave Commerce or an affiliated employer before retirement but after completing at least five years of vesting service, you are still eligible for retirement plan benefits. Participation Participation in the plan is limited to eligible employees who first completed an hour of service on or before June 30, Eligible employees generally include all employees other than special peak-time employees, leased employees, and employees covered under a collective bargaining agreement. No new participant may join the plan on or after January 1, If you were an eligible employee on or before June 30, 2003, you automatically became a plan participant on the January 1 or July 1 immediately after: You reached age 21 and You completed 1,000 hours of service during your first 12 months of employment or during any calendar year. If you were an employee of a bank before it became a subsidiary, contact the Human Resources Department for information about how your service is treated for eligibility purposes.

3 You earn an hour of service for each hour you work and for each hour that you are paid even though you are absent from work due to vacation days, holidays, sick days or short-term disability periods. As a rule of thumb, if you regularly work 40 hours per week, you will earn approximately 500 hours of service during the first three months of a year and approximately 1,000 hours of service during the first six months. If you work on an hourly basis, you are credited with hours of service for the actual hours for which you are paid. If you are a salaried employee and are paid semi-monthly, you are credited with 95 hours of service for each semi-monthly period. If you are a salaried employee and you are paid bi-weekly, you are credited with 90 hours of service for each bi-weekly period. Except for certain periods of military service and certain periods of disability, no more than 501 hours of service are credited for any single continuous period during which you performed no duties or for any period for which compensation is received as a result of a back pay award. No hours of service are credited for any payment that reimburses you for medical or medically-related expenses, or for any payments you receive under workers' compensation, unemployment compensation or disability insurance laws. If You Leave Commerce But Return Later If you leave your job after becoming a plan participant and you return to work for Commerce as an eligible employee, you will become a plan participant on your reemployment date. If you have earned at least five years of vesting service after you return, all prior service will be restored to you. If you have less than five years of vesting service after you return, previous service will be restored to you if your consecutive years of break in service are not greater than five. In general, you are credited with a year of vesting service for each calendar year (beginning with the year in which your 18th birthday occurs) in which you complete 1,000 or more hours of service with Commerce. Plan Account Your benefits earned under the plan after 1994 will accumulate in your CB+I... cash balance plus interest... account. Each December 31 beginning in 1995 and ending in 2004, your CB+I account will be credited with an amount equal to a percentage of your total pay... including base pay, bonuses, commissions and taxable moving expense reimbursements... reported to the IRS as taxable income on Form W-2... plus your pre-tax contributions made to PIP and other employee benefit plans. The pay used to determine your credit cannot be more than $205,000 in or the maximum amount established annually by the IRS in the future. Effective for years beginning on and after January 1, 2005, no additional pay credits will be added to your CB+I account. The amount of the credit is based on your age and years of participation under the plan as of the beginning of the same year. You must complete a year of participation during the year to receive a credit for that year. If you do not complete a year of participation in the year you terminate employment, however, you will receive a credit based on your pay up to the date you terminate. Also at the end of each year beginning in 1995 and ending in 2004, you receive an additional credit on your pay to the extent your pay is more than 50% of the Social Security taxable wage base for that year. The taxable wage base is the maximum amount of pay on which Social Security Old-Age taxes are paid. In 2004, the taxable wage base was $87,900. This means that if your pay in 2004 was more than $43,950 you received an additional credit based on pay over $43,950 as shown in the chart. This additional credit recognizes that you do not earn Social Security benefits for pay that exceeds the Social Security wage base.

4 If your age plus years of participation in the plan on January 1 equal Then Commerce will credit to your CB+I account on December 31 the following percentage of your pay Plus you will receive an additional credit on your pay that is more than 50% of the Social Security taxable wage base for that year equal to Less than 30 years 1.00% of your pay 1.00% of your pay 30 to 34 years 1.10% of your pay 1.10% of your pay 35 to 39 years 1.25% of your pay 1.25% of your pay 40 to 44 years 1.50% of your pay 1.50% of your pay 45 to 49 years 1.75% of your pay 1.75% of your pay 50 to 54 years 2.00% of your pay 2.00% of your pay 55 to 59 years 2.25% of your pay 2.25% of your pay 60 to 64 years 2.50% of your pay 2.50% of your pay 65 to 69 years 3.00% of your pay 3.00% of your pay 70 to 74 years 3.50% of your pay 3.55% of your pay 75 or more years 4.00% of your pay 4.00% of your pay So for example... if at the beginning of the year, you are age 40 and have 10 years of plan participation... your age plus years of participation equal 50, and at the end of the year your CB+I account would be credited with 2.00% of your pay. If your pay in 2004 was $55,000, you would receive an additional credit of 2.00% of your pay that is more than 50% of the Social Security wage base for that year... pay more than $43,950. The additional credit would equal 2.00% of $11,050 ($55,000 - $43,950)... or $221. Years of participation mean generally your years of employment with Commerce. You are credited with one year of participation for each calendar year in which you are a plan participant and complete 1,000 or more hours of service with a participating employer. If you do not complete 1,000 hours of service in the year in which you terminate employment, your years of participation are adjusted to recognize service in full month increments. Years of participation also may include years of service under a plan sponsored by a bank that was acquired by Commerce. For more information about whether that type of service is recognized for this plan, contact Commerce Bancshares, Inc. Benefits. Different rules apply for service before Your years of participation for employment before that date are your last period of continuous participation in the plan from the later of your most recent hire date or the date your employer adopted this plan. If your employment is interrupted by military service in the armed forces of the United States, your military service is counted if your right to reemployment by Commerce is guaranteed by law and you apply for reemployment after your separation from military service within the time set by law. Additional Interest Credit Along with the amount Commerce pay credits to your account annually, your total account balance receives an additional credit of at least 5% interest each year. For 2004 and earlier years, interest was added to your account balance before Commerce made the next annual credit to your CB+I account. Interest credits will be made for 2005 and future years even though annual pay credits have been frozen. For example, let's assume your CB+I account at the beginning of 2004 equaled $1,000. At the end of 2004, Commerce credited 5% interest to that $1, or $50... and then added an additional credit based on your 2004 pay, age and years of participation service. For 2005 and future years, only the annual interest credit will be added to your account.

5 Benefits Earned Before 1995 For most employees, the CB+I account became effective on January 1, The rules described in this section apply to employees who were plan participants before Before 1995, benefits under the plan were determined using a formula that incorporated several factors including average annualized earnings, integration level and years of participation. Any monthly benefit you earned under the previous plan formula at the end of 1994 has been determined and is frozen. This frozen benefit... called the 12/31/94 frozen benefit... will be combined with your CB+I account benefit to calculate your final monthly retirement benefit. If you became a participant in the Commerce plan before 1993, the 12/31/94 frozen benefit also includes any benefit you may have earned under a previous bank's plan that was merged with this plan. If you became a participant in the Commerce plan on or after January 1, 1993, any benefit you may have earned under a prior bank's pension plan was frozen when the prior bank's plan merged with this plan. The prior plan benefit is not included in your 12/31/94 frozen benefit. Special rules may apply to frozen prior bank plan benefits. You should contact Commerce Bancshares, Inc. Benefits Department for more information. There are many references in the remainder of this summary to "your CB+I account and any benefit you earned before 1995 under the plan." Generally, "any benefit you earned before 1995" means the sum of your 12/31/94 frozen benefit earned under the pre-1995 Commerce plan formula and your frozen benefit, if any, under a prior bank plan that was merged with this plan. However, special rules may apply to the frozen prior bank plan benefit in some cases. For more information about the way your 12/31/94 frozen benefit or your frozen benefits earned under a prior bank plan were determined, contact Commerce Bancshares, Inc. Benefits. Increases In 12/31/94 Frozen Benefit Commerce adds a specific amount to your 12/31/94 frozen benefit annually if you complete a year of participation and you are employed by Commerce on the last day of the year. The specific amount is the lesser of the overall increase in the Consumer Price Index (CPI) or 4%. If you received pay in excess of $150,000 in any year prior to 1995, the amount added to your 12/31/94 frozen benefit will be determined as if your pay prior to 1995 had never exceeded $150,000. For example, suppose your monthly 12/31/94 frozen plan benefit earned under the previous formula is calculated to be $180. If the CPI increased 3% in 1995, the $180 monthly benefit would have increased in 1995 by 3% or $5.40 ($ X.03 = $5.40). Benefits At Normal Retirement Age 65 You may retire at your normal retirement date... age with a lifetime retirement plan benefit. The amount of your benefit is based on your CB+I account and any benefit you earned before 1995 under the previous plan formula. The value of your CB+I account is converted into a monthly, lifetime annuity. Any benefit you earned before 1995 is added to that monthly benefit converted from your CB+I account. The exact amount of your monthly benefit depends on the balance of your CB+I account, the amount of any benefit you earned before 1995 and the payment form you elect. If you retire at age 65, your monthly benefit payments will begin as of the first day of the month coinciding with or following your retirement. You may elect the form of monthly payments that best suits your needs. After your death, payments may also continue to your spouse. In limited circumstances, you may also name another beneficiary by following the necessary steps. Retirement After Age 65

6 The retirement plan also allows for your retirement anytime after age 65. This is known as your "Late Retirement Date." If you remain employed, you are eligible to earn additional interest credits, but your benefit payments will not begin until you actually retire. When you retire, the amount of your benefit is based on your CB+I account and any benefit you earned before 1995 under the previous plan formula. The value of your CB+I account is converted into a monthly, lifetime annuity. Any benefit you earned before 1995 is added to that monthly benefit converted from your CB+I account. Benefits At Early Retirement You may also retire before age anytime after you reach age 55, if you have at least 10 years of vesting service. If you are eligible for early retirement, you may have your monthly retirement begin on the first day of any month following the date you stop working. Your plan benefits will be reduced at early retirement to stretch over a longer period of time. In general, you are credited with a year of vesting service for each calendar year (beginning with the year in which your 18th birthday occurs) in which you complete 1,000 or more hours of service with Commerce. The amount of your early retirement benefit is based on your CB+I account at retirement and any benefit you earned before 1995 under the previous plan formula. The value of your CB+I account is converted into a monthly, lifetime annuity. Any benefit you earned before 1995 is added to that monthly benefit converted from your CB+I account. The exact amount of your monthly benefit depends on the balance of your CB+I account and the payment form you elect. Your benefit is then reduced by 1/180th for each of the first 60 months and 1/360th for each of the next 60 months by which the beginning date of your benefit payments precedes age 65. The reduced benefit is shown in the following table: If Payments Begin as of Your Birthday at Age Number of Months Before Normal Retirement Date % % % % % % % % % % Percent of Benefit You Will Receive For example, suppose you retire at age 60 and have 25 years of participation. Your monthly benefit is calculated to be $1,000 a month. If you elect for your benefit payments to begin at age 60, then you will receive 66.67% of this benefit: $1,000 x.6667 = $ This is just an example. Your actual benefit will be based on your CB+I account balance and any frozen plan benefit when your benefits begin. Benefits At Termination Of Employment

7 When you have three years of vesting service, the retirement plan benefit you have earned is protected... even if you leave before you are eligible for retirement. In general, you are credited with a year of vesting service for each calendar year (beginning with the year in which your 18th birthday occurs) in which you complete 1,000 or more hours of service with Commerce. The retirement benefit you are eligible for is called a deferred vested benefit. Your deferred vested benefit is the benefit you have earned up to your date of termination and is payable as a monthly income for your lifetime beginning at age 65. If you terminate employment before you have three years of vesting service, you are not entitled to plan benefits. The amount of your deferred vested benefit is based on your CB+I account on your termination date and the value of any benefit you earned before 1995 under the previous plan formula. The value of your CB+I account is converted into a monthly, lifetime annuity. Any benefit you earned before 1995 is added to that monthly benefit converted from your CB+I account. If you die before benefit payments begin, your spouse may be entitled to a plan benefit (see page 9). When Payments Begin If the lump-sum value of your vested monthly retirement benefit does not exceed $5,000, your benefit will automatically be paid in a single lump-sum payment as soon as practicable after your Commerce employment terminates. The lump-sum payment would represent your full entitlement to a benefit from this plan. Effective for distributions on and after March 28, 2005, if your lump-sum value exceeds $1,000 but is not greater than $5,000, then your distribution will be automatically rolled over to an IRA established on your behalf unless you make an affirmative election to receive the payment directly or instruct the Trustee to pay your account to another custodian or trustee. You will be solely responsible for all fees and expenses attributable to any such IRA. If the lump-sum value of your deferred vested benefit is greater than $5,000, but not greater than $10,000 or $25,000 for Participants who first entered the Plan before you may elect to receive immediate payment of your benefit either as a lump sum or an immediate annuity, or, if you have not yet reached age 65, you may elect to defer payment until age your normal retirement date. Your election to receive immediate payment must be made at least 30 days but not more than 180 days before payment is to begin. If you do not make a valid election during that period, payment will be deferred. When you wish to begin receiving monthly benefits, notify the Commerce Bancshares, Inc. Benefits Department. Allow 90 days from the date you contact the Commerce Bancshares, Inc. Benefits until the date you wish your benefits to begin. If you are entitled to a deferred vested benefit, you will receive a "Deferred Vested Benefit Statement" after your termination of employment indicating the amount of your deferred vested benefit and the date it is payable. You should notify the Commerce Bancshares, Inc. Benefits Department of any change in your address to avoid a delay in payment of your benefit.

8 If You Transfer To A Non-Participating Employer If you transfer employment to an affiliated employer that does not participate in the plan, you will become a "limited participant" of the plan. Your CB+I account will not be credited with any additional annual contribution... nor will any interest be added to any 12/31/94 frozen benefit. Upon your later retirement or other termination of employment, your benefit will be based on your CB+I account and 12/31/94 benefit as of the date you transferred employment. Your period of employment as a limited participant, however, is counted for purposes of determining your vesting service. Payment of Benefits There are various methods for receiving your benefits. You can accept the normal payment form or choose another one that meets your needs. The actuarial value of your total retirement benefits under the plan is always the same regardless of the payment method you choose. Normal Form of Payment If you are unmarried as of the date your benefits begin, the normal form of payment is a single life annuity which pays a monthly benefit beginning at age 65 for your lifetime with no payments continuing after your death. If you are married as of the date your benefits begin, your monthly benefit is reduced so that payments can continue to your surviving spouse after your death. Your normal form of benefit is a reduced monthly benefit for life... and after your death, your surviving spouse receives 50% of your monthly benefit for life. If your spouse dies before you do, your monthly benefit does not change. Your spouse is the person legally married to you at the earlier of your date of death or the date your benefits begin. Optional Forms of Payment You may elect to receive your benefit in any of the optional forms of payment described below. However, if you are married, your spouse must consent in writing to the election of a payment form other than the 50% joint and survivor annuity. Your spouse's consent must be witnessed by a notary public. Five-Year Certain and Life Under this form, you may receive a monthly benefit payable for your entire lifetime. If you die before receiving at least 60 monthly payments, the balance of the 60 payments will be made to your designated beneficiary. You may designate someone other than your spouse as beneficiary. Payments to your beneficiary will stop once the plan has provided the guaranteed 60 monthly payments. If you designate someone other than your spouse as your beneficiary under this optional form, the value of benefits to be paid over your projected lifetime must be at least one-half the total value of projected benefits to be paid to you and your beneficiary. Single Life Annuity Under this form, you will receive a monthly benefit for your lifetime with payments ending upon your death. Joint and Survivor Forms You may also elect a qualified joint and survivor form of payment. Under this payment form, your monthly benefit is reduced so that your surviving spouse (or other beneficiary) will continue to receive a portion of your benefit for life after your death. You may elect for your spouse to receive 100% of your benefit, 75% of your benefit, 66-2/3% of your benefit or 50% of your benefit after your death. The 50% joint and survivor annuity form is the normal form for married participants. The amount of reduction in your benefit depends on your age, your spouse's age and the percentage you select to continue to your surviving spouse.

9 Lump-Sum Form This option provides a lump-sum cash payment instead of a monthly, lifetime benefit. You may elect this payment form only if the current value of your plan benefit is less than $10,000 (or $25,000 for participants who first entered the Plan before 1998). See below for more information regarding lump sum payments. Frozen benefits under a prior bank plan that was merged with this plan may be payable under different optional forms. Contact Commerce Bancshares, Inc. Benefits for more information. Reemployment After Lump-Sum Payment If you receive a lump-sum payment (other than a lump-sum payment of a prior plan benefit) and are later re-employed by Commerce or a participating employer, you may again become a plan participant. But, your previous years of participation will not be recognized for any future plan benefit. Reemployment After Benefits Begin If you are re-employed by Commerce or an affiliated employer before your normal retirement date, but after you begin receiving benefits, You will continue to receive your benefits... if you are expected to work less than 1,000 hours in a year. If you are expected to work at least 1,000 hours or more in a year, your benefits will stop, and you may earn additional interest credits while you are re-employed. Reemployment After Normal Retirement Date If you are re-employed by Commerce or an affiliated employer after you begin receiving benefits and after your normal retirement date, your benefit payments may be suspended depending upon the number of hours you work. If you are scheduled to work 30 hours a week or more, your benefit payments will stop as of the first day of the month on or after the day you return to work. If you are scheduled to work less than 30 hours a week, your benefit payments will not stop. Assignment of Benefits Your benefits under this plan may not be assigned, sold, attached by creditors or used to borrow money. However, the plan may be required to pay your benefits to a former spouse or dependents under a qualified domestic relations order such as a divorce decree issued by a court. Survivor Protection In many cases, the retirement plan can provide income for your beneficiary if you die before your benefit payments begin. Your beneficiary for any pre-retirement death benefits is your spouse if you are married. If you are not married, your beneficiary is the person you designate on a form filed with the Retirement Committee. Any designation you make while you are unmarried is automatically revoked if you marry. You may only designate one primary beneficiary and one secondary beneficiary. If you are not credited with an hour of service after 1994, a pre-retirement death benefit is payable only if you are married on the date of your death. Your beneficiary is your spouse. If you are unmarried, no death benefit is payable.

10 Pre-Retirement Death Benefit If you die before your benefit payments begin, your beneficiary will be eligible for a plan benefit if you would have been eligible for a lifetime benefit. To be eligible for a lifetime benefit, you must: Have had at least three years of vesting service Have been an active participant working past age 65, or Have retired early but your early retirement benefit payments had not begun The amount of each monthly payment to your beneficiary will be 50% of the amount you would have received had you begun to receive benefits under the automatic form for married plan participants (whether or not married) on the day before your death... or, if later, on the earliest day you could have elected benefits to begin. If you are not married, the amount of the payment is calculated the same as if you were married and your beneficiary had been your spouse. Generally, the monthly benefit payments will begin as of the earliest date you could have begun receiving plan benefits had you lived... or, if later, the first day of the month on or following your death. If you have less than 10 years of service, the survivor benefit is not payable until you would have reached age 65. If the lump-sum value of the benefits payable to your beneficiary is $5,000 or less, the lump-sum value will be paid as soon as practicable following your death. This lump-sum payment will be in lieu of any other plan benefits. If the lump sum value of the benefits payable to your beneficiary is more than $5,000, but not more than $10,000, or $25,000 for Participants who first entered the Plan before 1998, your beneficiary can elect to receive a lump sum or annuity beginning as soon as practicable following your death, or to defer payment, but not beyond the date you would have reached age 65. When It's Time For Payment You must notify your Human Resources Representative or the Commerce Bancshares, Inc. Benefits Department, in writing, when you choose to retire and to receive plan benefits. If you have a question or problem regarding benefits, you may contact your Human Resources Representative directly at any time. Your inquiry will be confidential. You will receive more information about your retirement plan benefit from Commerce Bancshares, Inc. Benefits after you contact your Human Resources Representative. You will receive an explanation of the payment forms available under the plan. The Benefits Department will also furnish the necessary form for electing the method of payment you wish to receive. In most cases, payment cannot begin less than 30 days nor more than 180 days after you receive the explanation of the payment forms. In addition, you must complete and file the necessary forms (including spousal consent, if required) after you receive the explanation of payment forms and before payment is to begin. You may change your election, in writing, any time before your benefits begin. When you make your final retirement decisions, simply notify the Commerce Bancshares, Inc. Benefits Department. You might need to supply information such as proof of your age and your spouse's age, Social Security numbers, a marriage license, current address, etc. Since checks and other plan-related materials are mailed to you, you need to keep an up-to-date address on file with the Benefits Department. Otherwise, you may not get your checks or other important information about the plan.

11 If your written claim for benefits is denied, the Retirement Committee will notify you, in writing, within a reasonable time, but generally not more than 90 days, after the Benefits Department receives the claim. If the Retirement Committee requires an extension of time due to special circumstances, you will be provided, prior to the end of the 90 day period, a notice indicating the special circumstances and the date by which a decision will be made, which will be within 90 days of the initial period. Any notice denying benefits will include: The reason for the denial The plan provision(s) on which the denial is based A description of any additional material or information needed to process the claim and an explanation of why it is needed The procedure you should follow to request a review of the denial The appeal procedures to follow are: You must request a review of the denied claim by a written application to the Retirement Committee You may review and receive copies of pertinent documents without charge You may submit issues and comments in writing You have 60 days after a claim is denied to make a written request for review. If a request for review is made, the Retirement Committee will give you a full and fair review of the original decision to deny the claim. The Retirement Committee will take into account all information you submit relating to the claim, whether or not it was submitted in the original determination. The Retirement Committee will give you a written decision of the review within 60 days of the receipt of a request for review (or 120 days in special circumstances) and will include specific reasons and the plan provisions upon which the decision is based. Benefit Rights As a participant in the Plan, you are entitled to certain information and have certain rights and protections under the Employee Retirement Income Security Act of 1974 (ERISA). ERISA provides that you are entitled to: Examine, without charge (by contacting CBI Benefits or the Administrator) copies of all documents governing the Plan and a copy of the latest annual report (Form 5500 series) filed by the Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration. Obtain copies of all Plan documents and other Plan information upon written request to the Administrator. A reasonable fee may be charged for these copies. Receive a summary of the Plan s annual financial report. The Administrator is required to furnish each participant with a copy of this summary annual report. Obtain a statement showing your account balance. This statement will be provided once a year, and will be furnished without charge.

12 In addition to creating rights for participants, ERISA imposes duties upon the persons who are responsible for the operation of the Plan. The persons who operate the Plan are called fiduciaries and have a duty to operate the Plan prudently and in the interest of you and other Plan participants and beneficiaries. No one, including your Employer, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a benefit or exercising your rights under ERISA. If your claim for a benefit is denied in whole or in part you must receive a written explanation of the reason for the denial. You have the right to have the Administrator review and reconsider your claim. Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request any of the materials listed above from CBI Benefits or the Administrator and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the Administrator to provide the materials and pay you up to $110 a day until you receive the materials, unless the materials were not provided because of reasons beyond the control of the Administrator. If your claim for benefits is denied or ignored, either in whole or in part, you may file suit in a state or federal court. In the event that Plan fiduciaries misuse the Plan s funds, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor, or file suit in a federal court. In addition, if you disagree with the Plan s decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit in Federal court. The court will decide who should pay court costs and legal fees. If you are successful the court may order the person you have sued to pay these costs and fees. But if you lose, the court may order you to pay these costs and fees if, for example, it finds your claim is frivolous. Any questions concerning the Plan should be directed to the Administrator. Additional information about this statement or your rights under ERISA may be obtained from the nearest Office of the Employee Benefits Security Administration, U.S. Department of Labor, listed in your telephone directory or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue, N.W., Washington, D.C You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration. Your Benefit Is Protected Certain retirement plan benefits are insured by the Pension Benefit Guaranty Corporation (PBGC). This is for your protection in the event the plan ends. Although Commerce expects to continue the retirement plan indefinitely, it reserves the right to change or end the plan at any time. Should the plan end, funds in the plan's trust account would be used to pay the benefits due according to the priorities stated in the plan document. Beyond that, some benefits are guaranteed by the Pension Benefit Guaranty Corporation (PBGC). The PBGC is a government agency established to guarantee pension benefits in the event of plan termination. The Company pays premiums to the PBGC for this protection. Generally, the PBGC guarantees most vested normal and early retirement benefits (those already earned at the time of plan termination) and certain disability and survivors' pensions. However, PBGC does not guarantee all types of benefits under covered plans, and the amount of benefit protection is subject to certain limitations. The PBGC guarantees vested benefits at the level in effect on the date the plan ends. However, if a plan has been in effect less than five years before it terminates, or if benefits have been increased within the five years before plan termination, the entire amount of the plan's vested benefits or the benefit increase may not be guaranteed. In addition, there is a ceiling on the amount of monthly benefit that the PBGC guarantees. As of 2001, the ceiling is $3, per month and is adjusted periodically.

13 For more information on the PBGC protection and its limitations, contact the Benefits Department, the Retirement Committee or the PBGC. Inquiries to the PBGC should be addressed to the Office of Communications, PBGC, 2020 K Street, N.W., Washington D.C If The Plan Becomes Top-Heavy The Internal Revenue Code provides a complicated set of rules for determining whether the plan is "topheavy." The plan is top-heavy if the value of Accrued Benefits belonging to "key employees" exceeds 60% of the total value of all Accrued Benefits for all employees. Key employees are generally certain officers and shareholders who are highly compensated employees. If the plan becomes top-heavy, regulations would require the plan to accelerate vesting, among other changes. The plan currently is not top-heavy and is not expected to become top-heavy. However, the status of the plan is monitored on an ongoing basis by the Retirement Committee and the plan actuaries. If it should become top-heavy, you will be notified about any changes. Administrative Information Other information you should know includes certain administrative details about the plan. Although you won't need this information on a day-to-day basis, it's a good idea to keep it handy. The Plan Sponsor is Commerce Bancshares, Inc., 8000 Forsyth, St. Louis, MO The telephone number is (314) You should ask for the Benefits Department. The employer identification number is The Company is responsible for financing the plan, keeping accurate employee records, selecting a Retirement Committee, informing plan participants of any material changes or amendments to the plan document, keeping the plan in compliance with any applicable laws and regulations, and making reports and documents available to all plan participants as prescribed by law. The Plan Administrator is the Retirement Committee of the Company, 8000 Forsyth, St. Louis, MO The telephone number is (314) You should ask for the Benefits Department. The Plan Administrator has the exclusive power and discretion to construe and interpret the terms of the plan and to determine all questions that arise thereunder, including, but not limited to, questions regarding eligibility, vesting and entitlement to, the kind and amount of benefits. The type of plan is a defined benefit plan. The plan identification number is 001. The plan is maintained on a calendar year basis. The Trustee for the plan is Commerce Bank, N.A., 8000 Forsyth Blvd., St. Louis, MO Plan Amendment Or Termination The plan may be amended or terminated at any time and for any reason. No amendment can reduce the benefit you had earned under the plan as of the date of amendment. If the plan is terminated, you will receive the retirement benefits that you have earned to the date of plan termination, to the extent that such retirement benefits have been funded. If there are any plan assets in

14 excess of the amount required to fund retirement benefits, those surplus plan assets will be returned to Commerce. Appendix A COMMERCE BANCSHARES RESTATED RETIREMENT PLAN PARTICIPATING EMPLOYERS AS OF JANUARY 1, 2005 Name of Employer Effective Date of Adoption Commerce Bancshares, Inc. Not applicable County Bank of Arnold, N.A. July 1, 1984 Commerce Bank of Barry County January 1, 1976 Commerce Bank of Bolivar January 1, 1974 Commerce Bank of Bonne Terre January 1, 1971 County Bank of Chesterfield July 1, 1984 Commerce Bank of Clay County, N.A. November 1, 1979 Commerce Bank of Columbia, N.A. January 1, 1970 Commerce Bank of Excelsior Springs July 1, 1972 Commerce Bank of Fenton, N.A. July 1, 1972 Commerce Bank of Festus January 1, 1976 Commerce Bank of Florissant January 1, 1976 Commerce Bank of Hannibal January 1, 1970 Commerce Bank of Harrisonville, N.A. January 1, 1973 County Bank of House Springs July 1, 1984 Commerce Bank of Joplin January 1, 1970 Commerce Bank of Kansas City, N.A. Not applicable Commerce Bank of Kirkwood, N.A. January 1, 1970 Commerce Bank of Lebanon, N.A. January 1, 1970 Commerce Bank of Lee's Summit, N.A. June 1, 1983 Commerce Bank of Lexington January 1, 1973 County Bank of Manchester July 1, 1984 Commerce Bank of Mexico, N.A. January 1, 1971 Commerce Bank of Moberly, N.A. January 1, 1971 Commerce Bank North County January 1, 1980 Commerce Bank of Omaha, N.A. Not applicable Commerce Bank of Poplar Bluff January 1, 1971 County Bank of Richmond Heights July 1, 1984 Commerce Bank of St. Charles, N.A. January 1, 1970 Commerce Bank of St. Joseph, N.A. January 1, 1970 Commerce Bank of St. Louis, N.A. January 1, 1973 County Bank of St. Louis July 1, 1984 Commerce Bank South, N.A. January 1, 1978 Commerce Bank Tipton, N.A. January 1, 1970 County Bank of Tower Grove July 1, 1984 Commerce Bank of University City January 1, 1970 County Bank of Webster Groves July 1, 1984 Commerce Bank of Wentzville July 1, 1982 Commerce Bank West, N.A. January 1, 1978 Amcore Inc., N.A. (Pekin, IL) January 1, 1993 Bank of Kansas (Lawrence, KS) July 1, 1994 Bonner Springs Bank (Bonner Springs, KS) January 1, 1993 Centennial Bank (St. Louis, MO) July 1, 2001

15 Chillicothe State Bank (Chillicothe, IL) July 1, 1995 Citizens National Bank (Independence, KS) January 1, 1998 City National Bank (Pittsburg, KS) July 1, 1998 Columbus State Bank (Columbus, KS) January 1, 1999 Cotton Exchange Bank (Kennett, MO) April 1, 1995 Farmers State Bank (Hays, KS) July 1, 1993 Fidelity Bancshares, Inc. (Garden City & Olathe, KS) January 1, 1999 First Peoria Corporation (Peoria, IL) January 1, 1993 Lawrence County Bank (Aurora, MO) January 1, 1994 Lenexa National Bank (Lenexa, KS) January 1, 1993 Manchester Bank (Manchester, MO) January 1, 1990 Manufacturer's State Bank (Leavenworth, KS) January 1, 1993 Moniteau National Bank (California, MO) January 1, 1995 Peoples Bank (Bloomington, IL) March 1, 1995 Security State Bank (Republic, MO) July 1, 1993 Shawnee State Bank (Shawnee, KS) July 1, 1997 Twin City State Bank (Kansas City, KS) January 1, 1995 Union National Bank (Manhattan, KS) January 1, 1993 Union National Bank (Wichita, KS) April 1, 1995 Walnut State Bank (El Dorado, KS) July 1, 1994 The Vaughn Group January 1, 2003 Contact Human Resources with questions or comments. Updated June 2010