November 15, NOTICE OF INTENT TO CEASE FUTURE BENEFIT ACCRUALS (ERISA 204(h) NOTICE) FOR NON-UNION EMPLOYEES

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November 15, 2017 NOTICE OF INTENT TO CEASE FUTURE BENEFIT ACCRUALS (ERISA 204(h) NOTICE) FOR NON-UNION EMPLOYEES Name of Pension Plan: Lifespan Corporation Retirement Plan Plan Number: 001 Lifespan

1 November 15, 2017 NOTICE OF INTENT TO CEASE FUTURE BENEFIT ACCRUALS (ERISA 204(h) NOTICE) FOR NON-UNION EMPLOYEES Name of Pension Plan: Lifespan Corporation Retirement Plan Plan Number: 001 Lifespan Corporation ( Lifespan ) will amend the Lifespan Corporation Retirement Plan (the Plan ), effective December 31, 2017, to cease future benefit accruals for all non-union employees (i.e., those Plan participants who are not covered by a collective bargaining agreement which provides for participation in the Plan). The cessation of future benefit accruals under the Plan is commonly referred to as a plan freeze. Under the freeze, any periods of employment and compensation that a non-union employee earns after December 31, 2017 will not count in calculating the amount of benefit due under the Plan. The freeze does not impact union employees who participate in the Plan. In addition, Lifespan will amend the Plan, effective December 31, 2017, to exclude from participation any non-union employee hired or rehired after December 31, Employees hired or rehired as union employees after December 31, 2017 will participate in the Plan to the extent provided in an applicable collective bargaining agreement. This notice is directed to non-union employees only, and as such, you as used herein refers to a non-union employee. Only Future Benefit Accruals Are Affected Please be assured that the Plan freeze described above affects only future benefits for non-union employees that have not yet accrued. It will not affect any benefits that you have earned under the Plan as of December 31, Those benefits will remain in the Plan and will become payable to you as provided under the Plan s terms. Vesting In Your Benefit and Growing Into Early Retirement Benefits To receive a benefit under the Plan, you must be vested. If you are not yet fully vested in the Plan, your employment with Lifespan or its affiliates after December 31, 2017 will still count for vesting purposes. Although you will not continue to accrue benefits under the Plan after December 31, 2017, the early retirement provisions will continue to apply to the benefit you have already earned.

2 Therefore, your employment with Lifespan or its affiliates after December 31, 2017 will still count toward your eligibility for early retirement under the Plan, as well as for any early retirement subsidies under prior plans that merged into the Plan. Normal Retirement Benefit Your normal retirement benefit under the Plan is the amount equal to the sum of (i) your Core Credit Account and (b) your Match Account. Certain participants may also have a minimum benefit under a Prior Plan (as defined below). Benefit Formula Prior to the Freeze Core Credit Prior to the freeze amendment, your Core Credit Account is increased with an annual Core Credit for each Plan Year that you complete at least 1,000 hours of service. The amount of the Core Credit is equal to a percentage of your annual pay, and the percentage is based on the number of Years of Core Credit Service you have earned, as shown in the schedule below: Years of Core Credit Service Percentage of Annual Pay % % % % % 26 and above 6.0% Generally, your annual pay for the purpose of determining your Core Credit is all of the earnings reported on your W-2 form for that year, plus any pre-tax dollars that you have directed to pay for benefits, health or dependent care savings accounts, or tax sheltered annuity savings programs, but excluding certain amounts (such as severance pay, welfare and fringe benefits and allowances). In accordance with IRS rules, your annual pay for the purpose of determining the amount of your Core Credit is limited. A Year of Core Credit Service generally is each Plan Year in which you completed at least 1,000 hours of service. Interest Credits In addition, interest is credited to your Core Credit Account. The interest rate for each Plan Year is the greater of 5% or an interest rate equal to the average yield on one-year Treasury Constant Maturities for the November of the preceding year. The interest credit is compounded daily and posted to your Core Credit Account monthly. Match Account The Plan includes a discretionary matching contribution feature under which Lifespan is permitted, but is not required, to make a matching contribution based on a percentage of your 2

3 pay that you save in your 401(k) Account or 403(b) Account. For previous years in which made, matching contributions were calculated and deposited to your Match Account after the close of each calendar year in which you completed 1,000 or more hours of service. Minimum Benefits If you were a participant in the Rhode Island Hospital Employees Retirement Plan or the Pension Plan for Employees of Newport Health Care Corporation & Subsidiaries ( each a Prior Plan ) at the time such Prior Plan merged into the Plan, your normal retirement pension benefit may also include a minimum benefit calculated under the Prior Plan s formula. If this is applicable to you, your retirement benefit is the greater of your Core Credit Account and your minimum benefit. Minimum Benefit: Rhode Island Hospital Employees Retirement Plan If you were a participant in the Rhode Island Hospital Employees Retirement Plan at the time of its merger into the Plan on January 1, 1996 and remained employed at Rhode Island Hospital thereafter, your normal retirement benefit under the Plan may also include a minimum benefit based on the benefit formula under the Rhode Island Hospital Employees Retirement Plan. In such case, for your employment after January 1, 1996, (a) you accrued a benefit under the Plan, and (b) your benefit under the formula provided in the Rhode Island Hospital Employees Retirement Plan also continued to accrue during your continued employment with Rhode Island Hospital. The two benefits are compared and you will be paid the benefit under the Rhode Island Hospital Employees Retirement Plan formula if that amount is larger than the benefit you earned under the Plan. This minimum benefit under the Rhode Island Hospital Employees Retirement Plan is determined as a single life annuity payable in a monthly amount equal to one-twelfth (1/12 th ) of: (1) 1.1% of annual compensation up to Covered Compensation for each year of Credited Participation up to thirty-five (35) years Plus (2) 1.7% of annual compensation in excess of Covered Compensation for each year of Credited Participation up to thirty-five (35) years Plus (3) 1.1% of annual compensation for each year of Credited Participation in excess of thirty-five (35) years. Generally, your annual compensation for the purposes of determining your benefit under the Rhode Island Hospital Employees Retirement Plan is all of your annual earnings reported on your W-2 form for that year, plus any pre-tax dollars that you have directed to pay for benefits, health or dependent care savings accounts, or tax sheltered annuity savings programs. In accordance with IRS rules, your annual pay for the purpose of determining pension benefit accruals is limited. Covered Compensation is the average of 3

4 the taxable wage bases in effect for each calendar year during the thirty-five (35) year period ending in the year you attain Social Security Retirement Age. A year of Credited Participation is each Plan Year in which you completed at least 1,000 hours of service. Minimum Benefit: Pension Plan for Employees of Newport Health Care Corporation & Subsidiaries Minimum benefits under the Pension Plan for Employees of Newport Health Care Corporation & Subsidiaries ceased accruing and are preserved as of October 31, 2011 and are not affected by the freeze. Benefit Formula After the Freeze for Non-Union Employees Core Credit After the freeze date, the Plan s benefit formula will be the same as the pre-freeze formula discussed above, except No Core Credits will be added to your Core Credit Account after December 31, 2017; Annual pay will not include any compensation earned after December 31, 2017; and Years of Core Credit Service will not include any periods of employment after December 31, Continuing Interest Credits Interest credits as described above will continue to be added to your Core Credit Account after December 31, Matching Contribution Account You will not receive any matching contributions under this Plan after December 31, Minimum Benefit: Rhode Island Hospital Employees Retirement Plan Minimum benefits as provided in the Rhode Island Hospital Employees Retirement Plan will not continue to accrue and will be preserved as of December 31, Minimum Benefit: Pension Plan for Employees of Newport Health Care Corporation & Subsidiaries Minimum benefits under the Pension Plan for Employees of Newport Health Care Corporation & Subsidiaries ceased accruing, are preserved as of October 31, 2011, and are not affected by the freeze. 4

5 Additional Information: We are providing this notice to you in accordance with Section 4980F(e) of the Internal Revenue Code of 1986, as amended (the Code ) and Section 204(h) of the Employee Retirement Income Security Act of 1974, as amended ( ERISA ), which require you to be notified, in advance, of a Plan amendment that will result in a permanent reduction in future benefit accruals under a taxqualified retirement plan. This notice is intended to satisfy the notice requirements of Section 4980F(e) of the Code and Section 204(h) of ERISA and the regulations under those provisions and is being provided on behalf of the plan administrator of the Plan. In the event of a discrepancy between this notice and the official Plan documents, the Plan documents shall govern. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to them in the Plan (or Prior Plan) documents. The provisions of this notice do not constitute a contract of employment, nor are they a covenant for continued employment. This notice contains a summary of the terms of the Plan. Lifespan reserves the right to terminate all or parts of the Plan, at any time, and to further amend the Plan from time to time in the future. If you have any questions regarding this notice, please contact the HR Solution Center at (401) Information was provided by Lifespan Corporation. Fidelity Investments is not responsible for its content. 5

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