Dear Plan Participant:

Transcription

1 Dear Plan Participant: Enclosed are materials to help you understand your Marsh & McLennan Companies 401(k) Savings & Investment Plan (Plan) distribution options as a terminated employee. The kit contains the following materials: Benefit Distribution Form Special Tax Notice Regarding Plan Payments These materials are not intended to provide personal tax advice. You may wish to consult with a tax or financial advisor prior to making any elections. Please read the enclosed Special Tax Notice Regarding Plan Payments which contains important information about your payment options. In most cases, your distribution will be an eligible rollover distribution (as described in the Special Tax Notice Regarding Plan Payments) and you may elect a direct rollover of that amount to another employer retirement plan, IRA or Roth IRA. Any distribution of amounts that are eligible for rollover but are paid directly to you will be subject to 20% Federal income tax withholding on the taxable amount. Distribution Options. Your distribution options depend on your age and the value of your account at your termination of employment. It is important to confirm your account balance to be sure of your distribution options. Go to Connect ( select a region and click Transamerica. If your vested account balance is $1,000 or less, you may choose between receiving your balance in cash or a combination of cash and a stock certificate for any investments in the Marsh & McLennan Companies Stock Fund. If your vested account balance is $1,000 or less, it will be automatically paid out 90 days following the date of your Termination Kit. If you want to roll over the distribution to a traditional IRA, Roth IRA or another employer s tax-qualified plan, a Marsh & McLennan Companies 401(k) Savings & Investment Plan Benefit Distribution Form must be returned within 90 days from the date of your Termination Kit. Otherwise, if your vested account balance is still $1,000 or less it will be paid out by check (subject to a mandatory 20% Federal income tax withholding and a potential 10% early withdrawal tax) 90 days from date of your Termination Kit. If no form is received within 90 days from the date of your Termination Kit and your vested account balance exceeds $1,000, your vested account balance will not be paid out automatically. You may request a distribution at any time. If you do not request a distribution and, due to a decline in your account balance at a later date, such balance no longer exceeds the $1,000 threshold, you will be notified again of your options with respect to your account during the following calendar quarter. If no response is received within 30 days from the date of that notification, your account will be automatically distributed. If your vested account balance is more than $1,000, you may leave your vested account balance in the Plan until April 1st of the year following the year you attain age 70½, at which time distributions from your account must begin. OVER TRS /31/18

2 Additionally, if you are at least (i) age 65 or (ii) age 55 with five or more years of vesting service when you terminate employment with Marsh & McLennan Companies, you have the option of choosing between different methods of receiving your money, as identified in the enclosed Benefit Distribution Form. Leaving Your Account in the Plan. If your vested account balance is more than $1,000 and you do not request an immediate distribution of your account, your vested account balance will continue to be affected by the investment performance of the investment options you elected for your account. You are responsible for your investment choices and the investment results of those choices. While your account remains in the Plan, you can: reallocate the balance of your account among different investment options substitute one investment option for another (a fund-to-fund transfer ) change dividend election request a distribution by submitting a completed Benefit Distribution Form. Go to Connect ( select a region and click Transamerica to complete Plan transactions and obtain forms. As long as you maintain a balance in the Plan, please contact the Employee Service Center at the number below with any address changes so that Plan statements are properly directed. Outstanding Loans. If you have an outstanding loan balance, you have ninety (90) days from your date of termination to pay off any outstanding loan in full or it will be in default and be deemed distributed. Please contact the Employee Service Center at to receive the pay off amount. If you would like to pay off your remaining loan balance, you can via Automated Clearing House on my.trsretire.com or send a single certified check or money order made payable to Transamerica Retirement Solutions FBO (your name) along with your completed Benefit Distribution Form to: Regular Mail Overnight Mail Loan Checks Only Transamerica Retirement Solutions JPMorgan Chase - Lockbox Processing Loan Processing Lockbox No PO Box Chase Metrotech Center-7 th Floor East New York, NY Brooklyn, NY Phone Number: (718) (must be indicated on overnight air bill) Please note, you have the option of expediting the delivery of your check. By checking the applicable box on the form, you agree to pay a $40.00 fee for this service. The fee will be deducted directly from your plan account. Your check will be mailed to you by overnight delivery the day the check is written based on the settlement period(s) of the investments being liquidated for your withdrawal or distribution. If you elect any other distribution method, including direct deposit, prior to delivery of your check, your withdrawal or distribution may be delivered by that method and you will not receive a refund of this fee. If you have any questions or require further assistance, please call the Employee Service Center at , any business day, from 8:00 am to 8:00 pm ET. Sincerely, Transamerica Enclosure(s) BACK CVNR(2)(11)TRS /31/18

3 Marsh & McLennan Companies 401(k) Savings & Investment Plan (Plan# ) BENEFIT DISTRIBUTION FORM Use this form to request a payment of benefits after retirement or other termination of employment. IMPORTANT. If any part of your distribution is an eligible rollover distribution (as described in the Special Tax Notice Regarding Plan Payments ), you may elect a tax-free direct rollover of that amount, to another employer plan or to an Individual Retirement Account ( IRA )/Roth 401(k) IRA. If you do not elect a direct rollover of the eligible amount, the benefit will be paid directly to you, and 20% of the taxable amount will be withheld and credited against any federal income tax you owe. You will be responsible for either (i) paying any additional taxes, which may include an additional 10% federal tax on the taxable portion of the distribution or (ii) rolling it over to another employer retirement plan or IRA within 60 days. See the Special Tax Notice Regarding Plan Payments for more information. To elect a direct rollover, complete sections 6, 7 and 8. General instructions for completing this form. Please complete sections 1, 2 and 9. If any of the money in your accounts is invested in the Marsh & McLennan Companies Stock Fund, please complete section 3. Your distribution will be paid to you, unless you elect a direct rollover by completing section 6, 7 and 8 or you elect installment payments. Installment payments are generally processed the second to last business day of each month. Complete section 4 to have your installment payments, lump sum payment, or partial payment electronically sent to your checking or savings account. If you have an outstanding loan balance at the time of your distribution, the loan will be considered a distribution and you may be subject to 20% federal tax withholding on the taxable portion of your loan, regardless of your distribution election on this form. Please read the terms of the Loan Program. If you are 70½ or older AND are requesting your first distribution, please submit a Required Minimum Distribution (RMD) form along with this form. To obtain an RMD form go to Connect ( select a region and click Transamerica. If you are turning 70½ in the current year and are requesting your first distribution, please submit a Required Minimum Distribution (RMD) form along with this form. To obtain an RMD form go to Connect ( select a region and click Transamerica. The RMD payment must be paid prior to distributing your balance. If you previously elected to receive distribution of your account in periodic installments, you may elect to receive the remainder of your balance in a lump sum by submitting this form reflecting your new election. Your lump sum may be an eligible rollover distribution (as described in the Special Tax Notice Regarding Plan Payments ) and you may elect a tax-free direct rollover of that amount to another employer plan or to an IRA. If your distribution will be sent to an address outside of the United States, Puerto Rico, the U.S. Virgin Islands or Guam, you must also submit either an IRS Form W-9 to certify you are a U.S. person or a Form W-8BEN if you are a non-resident alien with respect to the U.S. To obtain these forms or for assistance in determining which form you should submit, please go to the IRS website at or consult with a tax advisor. If you do not submit one of these forms along with this form, 30% tax withholding will be applied to your distribution. Your choices on this form may affect your taxes. You may want to consult a tax or financial advisor. Information regarding the distribution options under the Plan is included in the Benefits Handbook. If you have any questions regarding the availability of a particular distribution option in your situation, please contact the Employee Service Center. Please ensure your current address is updated and on file before submitting this form. Please return your completed form to: Transamerica, 4333 Edgewood Road NE, Mail Drop 0001, Cedar Rapids, IA PARTICIPANT INFORMATION If you have recently moved or changed your name please ensure the information listed below matches what is on record by contacting the Employee Service Center. - - Social Security Number Last Name First Name Middle Initial Street Address Apt# City State Zip Code ( ) Daytime Telephone Number 2. TYPE OF DISTRIBUTION ( ) Evening Telephone Number I elect to receive a distribution of my account as follows (select only one option). If your vested account balance is $1,000 or less or if you previously elected periodic installments, you may only receive your distribution as a lump sum payment. As a lump-sum payment of my entire account payable to me or as a direct rollover. As a partial distribution in the amount of $ or % payable to me or as a direct rollover. As a series of Periodic Installments (this choice is only available to retirees who have attained age 65 or who have attained age 55 with at least five years of vesting service). If you elect installment payments, any money in your account that is invested in the Marsh & McLennan Companies Stock Fund will be paid in cash (and you may not make an election in section 3 below). I elect to receive cash installments of my account over a period of years, not to exceed my life expectancy according to IRS regulations. If you elect installment payments for less than 10 years, you may elect a direct rollover by completing section 6, 7 and 8. If you elect installment payments for 10 years or more, you may elect a withholding rate in section 5 (and you may not elect a direct rollover ). I elect to begin these installment payments on or about ( ) (MM/YY), and have them issued: (check one) Monthly Quarterly Semi-annually Annually Expedited Check Delivery is available for Lump Sum, Partial Distributions and Direct Rollovers (Deliveries will not be made to P.O. Boxes) By checking this box, I agree to pay a $40.00 fee that will be deducted directly from my plan account for expedited delivery of my check. I understand that my check will be mailed to me by overnight delivery the day the check is written based on the settlement period(s) of the investments being liquidated for this withdrawal or distribution. I understand that if I elect any other distribution method, including direct deposit, prior to delivery of my check, my withdrawal or distribution may be delivered by that method and I will not receive a refund of this fee Distribution Form (Page 1 of 4) CVNR(11)TRS /4/18

4 3. PAYMENT OF MARSH & MCLENNAN COMPANIES COMPANY STOCK Investments in your accounts will be cashed out and paid to you or as a direct rollover by check. However, if any of the money in your accounts is invested in the Marsh & McLennan Companies Stock Fund, you can choose to have the stock distributed in a form you elect below. If a lump sum or partial distribution will be paid directly to you, please make a stock election below. If you do not make an election below, you will be issued a certificate for your Marsh & McLennan Companies shares: Liquidate all my Marsh & McLennan Companies shares to be paid directly to me. Issue % or # of whole share(s) of my Marsh & McLennan Companies shares in certificate form and the remaining portion in cash to me. (If you would like your certificates electronically transferred, please complete the Depository Trust Corporation section below.) If you choose a direct rollover of all or a portion of your account balance, please make an election below. If you do not make an election below, all your Marsh & McLennan Companies shares will be sent to your rollover institution or another employer retirement plan in certificate form. Please note that not all employer retirement plans or IRAs will accept rollovers of company stock shares, after-tax contribution amounts, Roth 401(k) contribution amounts, or In Plan Roth Conversion and investment earnings amounts. If you want to roll over your Marsh & McLennan Companies shares, after-tax contributions, Roth 401(k) contributions or In Plan Roth Conversion and investment earnings amounts, please verify that your rollover institution will accept them before electing to do so. Liquidate all my Marsh & McLennan Companies shares to be rolled over to my rollover institution or another employer retirement plan. Issue % or # of whole share(s) of my Marsh & McLennan Companies shares in certificate form and the remaining portion in cash to my rollover institution or another employer retirement plan. (If you would like your certificates electronically transferred, please complete the Depository Trust Corporation section below.) Depository Trust Corporation (DTC) election. By completing the information below, you are electing to use Depository Trust Corporation to move Marsh & McLennan Companies shares electronically (within 3-4 days from distribution date) into your account held at another institution if you supply the following information. Before making this election, please confirm with the receiving financial institution that it can accept electronic transfer of shares. Custodian Name (Name of retail institution) DTC Number (Custodian 3-4 digit ID #) Account Number (Must be obtained from retail institution) 4. ELECTION OF ELECTRONIC FUNDS TRANSFER OF INSTALLMENT OR LUMP SUM /PARTIAL PAYMENT TO PARTICIPANT Direct Deposit via Automated Clearing House is an electronic transfer of funds sent directly to your bank account. This option is not applicable for payments to rollover institutions or split distributions where a portion is being sent to a rollover institution. After Transamerica receives all required documentation and approvals, the transaction will be processed and the funds will generally be forwarded to your bank within 2 business days of the distribution from your account. Check with your bank to confirm the funds have been credited to your account. This information will not be applied to any subsequent distribution request. Transamerica WILL NOT save any bank information from a previously submitted election. Checking Account Savings Account Important: You must attach one of the following: A voided check (must have name and address pre-printed) A deposit slip with pre-printed account information (must have name and address pre-printed) and the routing number cannot begin with a 5 or 6. Letter from your bank on bank letterhead (including your notarized signature and full name, account number, and bank routing number). Note: This can only be deposited into your bank account or an account with your name on it (the name on the bank account must match the name on your Transamerica account). We do not deposit to prepaid credit cards. Your correct routing and account numbers must both be provided on one of the eligible documents listed above. If proper documentation is not attached or is handwritten and not legible, Transamerica will mail a check to the address on file via regular mail. Prior to submitting this form to Transamerica, please confirm the ABA number and account number with your bank, as the numbers on your check may be incorrect for direct deposit resulting in the funds being returned to Transamerica. If the funds are returned to Transamerica a check will be mailed to the address on file via regular mail. I authorize this transaction. If I am set up for scheduled installments payments from my account, this method will apply for each installment payment unless Transamerica is otherwise notified. I certify that the indicated account is with a bank and is held in my name and the information provided on this form is correct and complete. - - Signature Social Security Number MM DD YYYY 2220 Distribution Form (Page 2 of 4) (Current Date) CVNR(11)TRS /4/18

5 5. TAX WITHHOLDING FOR INSTALLMENT PAYMENTS This section applies only if you have elected installment payments for a period of 10 years or more in section 2. If you do not make an election below, federal income tax will be withheld according to the taxable wage table assuming you are married with three dependents. You are still liable for any taxes due in excess of the amount withheld, and you could incur penalties if your withholding or estimated tax payments for the year are not enough. (Not Applicable for Lump Sum Payment) (Check one): Do not withhold federal income tax from my installment payments. Withhold federal income tax from my installment payments, based on (check one): A tax filing status of (check one): Married Single Married, filing single, And claiming (complete): exemptions. Withhold the following percentage (complete): % of each distribution. 6. DIRECT ROLLOVER ELECTION MUST CHECK ONE IN ORDER TO COMPLETE ROLLOVER Please complete this section to elect a direct rollover of the portion of your distribution that is an eligible rollover distribution (as described in the Special Tax Notice Regarding Plan Payments ). For information regarding any additional rollover options that are not specifically listed below (such as a rollover to multiple IRAs), please contact the Employee Service Center. Any Marsh & McLennan Companies shares will be distributed according to your election in Section 3. Roth 401(k) contributions include Roth 401(k) contributions and earnings that were made to this Marsh & McLennan Companies 401(k) Savings & Investment Plan as a plan participant, the rollover of Roth 401(k) contributions and earnings from another employer s tax-qualified plan, as well as In Plan Roth Conversion and investment earnings amounts in the Plan. Note: If you would like to roll over your non-taxable After Tax Contributions to a Roth IRA or another employer s tax qualified plan and roll over the taxable investment earnings of the After Tax Account to a Traditional IRA or another employer s tax qualified plan, please attach a letter of direction along with your distribution form. (Check one): Issue my distribution as a direct rollover to a traditional IRA or another employer retirement plan identified in Section 8. To elect this feature in combination with installment payments the duration of installments must be less than 10 years. Issue a portion of my eligible rollover distribution to a traditional IRA or another employer retirement plan identified in Section 8 and pay the remaining portion to me. If you elect this option and have elected to include any after-tax contributions, or Roth 401(k) contributions in the eligible rollover distribution, any after-tax employee contributions, or Roth 401(k) contributions will be allocated to the extent possible to the portion of the distribution paid to you. Any remaining after-tax contributions, or Roth 401(k) contributions will be paid to the rollover institution. To elect this feature with installment payments the duration of installments must be less than 10 years. Issue $ or % to a traditional IRA or another employer retirement plan identified in Section 8 and the remaining portion paid to me. Issue my entire eligible distribution as a direct rollover to a Roth IRA at the rollover institution identified in Section 8. Please refer to the Special Tax Notice Regarding Plan Payments for the tax consequences associated with rolling over to a Roth IRA. 7. PAYMENT OF AFTER-TAX OR ROTH 401(K) CONTRIBUTIONS Please complete this section if your distribution includes after-tax contributions, or Roth 401(k) contributions. Your election in this section will override any election you make in Section 3. Roth 401(k) contributions include Roth 401(k) contributions and earnings that were made to this Marsh & McLennan Companies 401(k) Savings & Investment Plan as a plan participant, the rollover of Roth 401(k) contributions and earnings from another employer s tax-qualified plan, as well as In Plan Roth Conversion and investment earnings amounts in the Plan. If no election is made below, your after-tax contributions, or Roth 401(k) contributions will be included in the eligible rollover distribution. Exclude after-tax contributions from my eligible rollover distribution and pay them directly to me in cash. Exclude after-tax contributions from my eligible rollover distribution and pay them to me in cash and a Marsh & McLennan Companies stock certificate according to their current investment. (If you would like your certificates electronically transferred, please complete the Depository Trust Corporation section above.) Exclude Roth 401(k) contributions from my eligible rollover distribution and pay them directly to me in cash. Exclude Roth 401(k) contributions from my eligible rollover distribution and pay them to me in cash and a Marsh & McLennan Companies stock certificate according to their current investment. (If you would like your certificates electronically transferred, please complete the Depository Trust Corporation section above.) 8. ROLLOVER INSTITUTION OR ANOTHER EMPLOYER RETIREMENT PLAN REGISTRATION DETAILS IMPORTANT: Your direct rollover check from the Marsh & McLennan Companies 401(k) Savings & Investment Plan will be made payable to the retirement plan, IRA or Roth IRA that you describe below, for your benefit, and will be mailed to you at the most recent address the Marsh & McLennan Companies 401(k) Savings & Investment Plan has for you on file. You will not be able to cash the check or transfer the check to any other person or entity. You are responsible for forwarding the check to the IRA custodian or retirement plan trustee as soon as you receive it. Please ensure that the IRA custodian or trustee or Plan Trustee will accept all assets you are requesting to be rolled over prior to submitting this form. Please ensure to check the box that corresponds with your elections in section 6. Note: If you would like to roll over the taxable portion of your account to one institution and the non-taxable portion to another institution, please attach a letter of direction. My direct rollover should be made as a check payable to (check one and complete below): Retirement plan IRA Roth IRA NAME OF ANOTHER EMPLOYER RETIREMENT PLAN OR IRA CUSTODIAN/TRUSTEE (Please note: The name cannot exceed 30 characters including spaces and/or punctuation) 2220 Distribution Form (Page 3 of 4) CVNR(11)TRS /4/18

6 9. PARTICIPANT SIGNATURE I have read the Special Tax Notice Regarding Plan Payments, and understand that I have at least 30 days to decide whether or not to elect a direct rollover of any eligible rollover distribution. I certify that the information in this form is complete and accurate. I authorize the benefit distribution indicated above. Note: If you have not yet established your Transamerica online account at my.trsretire.com and provided an address or if you have recently made changes to any of your contact information, in order to have your request processed timely, please complete the section below and have it notarized. For participants required to take a minimum distribution during the current or prior year. please note: If you have not already taken your required minimum distribution (RMD) for the current year or prior year, the amount needed to satisfy the RMD will be distributed as part of a separate transaction made payable to you prior to the processing of your distribution request. If you do not have a Minimum Distribution Request Form on file with Transamerica that indicates otherwise, federal tax withholding at the rate of Married with 3 dependents will apply to the RMD transaction. - - Signature of Participant MM DD YYYY (Current Date) Print Name Social Security Number WITNESSED: State of, County of. On this day of, in the year. a Notary Public in and for said state, personally appeared, known to me to be the person who executed this Participant Signature Section and acknowledged to me that (s)he executed the same for the purposes therein stated. Signature of Notary Public My Commission Expires: Print Name If you have any questions or require further assistance, please contact the Employee Service Center at , any business day, from 8:00 am to 8:00 pm ET. 10. MEDALLION SIGNATURE GUARANTEE (Required for withdrawals of $150,000 or more) A medallion signature guarantee is a security measure that has been put in place to help protect against fraudulent activity in your account. A request for a withdrawal of $150,000 or more requires that this completed form be stamped with a medallion signature guarantee. You can obtain a Medallion Signature Guarantee from a financial institution, such as a commercial bank, savings bank, credit union, or broker-dealer, that participates in one of the Medallion Signature Guarantee Programs. You may want to check with your personal financial institution to determine whether they participate in a recognized program. Please note that you may be charged a fee for obtaining your Medallion Signature Guarantee. A notary is NOT a medallion signature guarantee, and the original form with a medallion signature must be returned via mail (overnight if needed). For more information on Medallion Signature Guarantees: Please note, for this purpose, the value of the withdrawal of a full distribution or rollover is determined on the date of processing. In addition, multiple withdrawal requests within 14 calendar days that total $150,000 or more will also be subject to the medallion signature guarantee requirements. Please place the medallion signature in the space below: 2220 Distribution Form (Page 4 of 4) CVNR(11)TRS /4/18

7 IMPORTANT UPDATE INDIRECT ROLLOVER PERIOD EXTENDED FOR CERTAIN LOAN OFFSETS EFFECTIVE FOR PLAN YEARS BEGINNING AFTER DECEMBER 31, 2017 If your distribution includes an outstanding loan, which has not been previously subject to tax, your loan may be defaulted and taxed to you unless you pay it off. Prior law allowed you to avoid tax on the amount of a defaulted loan if, using outside funds, you rolled over such amount to an IRA or eligible employer plan within 60 days of the distribution. Effective for taxable years after December 31, 2017, the 2017 tax reform legislation (H.R. 1) extended the current 60 day period to your federal tax filing deadline, including extensions, for the year in which your distribution is made. This extended rollover period is only available if the loan default is due to your severance from employment or termination of the plan, and only to the extent of the taxable amount of your loan default. Pending further IRS guidance, the Special Tax Notice provided with your Rollover Request Form will continue to reference the 60 day rollover period. This Important Update notifies you of the extended rollover period. Please contact your advisor or the institution to which you are making your rollover if you have any questions.

8 LEGAL NOTICES REGARDING PLAN BENEFITS These legally required notices contain important information about benefits payable from your Plan. The notices are general in nature, and some of the notices may not apply to your Plan or the type of distribution you have requested from your Plan. The paper forms or the telephone, Internet or other electronic instructions used to process your benefit transaction will refer to the notices below that are applicable to the particular distribution(s) you are requesting. You should refer to the summary plan description for a full description of the features of your Plan. Special Tax Notice Regarding Plan Payments PART I: YOUR ROLLOVER OPTIONS You are receiving this notice because all or a portion of a payment you are receiving from the Plan is eligible to be rolled over to an IRA or an employer plan. This notice is intended to help you decide whether to do such a rollover. This notice describes the rollover rules that apply to payments from the Plan that are not from a designated Roth account (a type of account with special tax rules in some employer plans). If you also receive a payment from a designated Roth account in the Plan, the Plan administrator or the payor will tell you the amount that is being paid from each account. Your rollover options for that portion of your payment are provided in Part II below. Rules that apply to most payments from a plan are described in the General Information About Rollovers section below. Special rules that only apply in certain circumstances are described in the section immediately following entitled Special Rules and Options. GENERAL INFORMATION ABOUT ROLLOVERS How can a rollover affect my taxes? You will be taxed on a payment from the Plan if you do not roll it over. If you are under age 59½ and do not do a rollover, you will also have to pay a 10% additional income tax on early distributions (unless an exception applies). However, if you do a rollover, you will not have to pay tax until you receive payments later and the 10% additional income tax will not apply if those payments are made after you are age 59½ (or if an exception applies). Where may I roll over the payment? You may roll over the payment to either an IRA (an individual retirement account or individual retirement annuity) or an employer plan (a tax-qualified plan, section 403(b) plan, or governmental section 457(b) plan) that will accept the rollover. The rules of the IRA or employer plan that holds the rollover will determine your investment options, fees, and rights to payment from the IRA or employer plan (for example, no spousal consent rules apply to IRAs and IRAs may not provide loans). Further, the amount rolled over will become subject to the tax rules that apply to the IRA or employer plan. How do I do a rollover? There are two ways to do a rollover. You can do either a direct rollover or a 60-day rollover. If you do a direct rollover, the Plan will make the payment directly to your IRA or an employer plan. You should contact the IRA sponsor or the administrator of the employer plan for information on how to do a direct rollover. If you do not do a direct rollover, you may still do a rollover by making a deposit into an IRA or eligible employer plan that will accept it. You will have 60 days after you receive the payment to make the deposit. If you do not do a direct rollover, the Plan is required to withhold 20% of the payment for federal income taxes (up to the amount of cash and property received other than employer stock). This means that, in order to roll over the entire payment in a 60-day rollover, you must use other funds to make up for the 20% withheld. If you do not roll over the entire amount of the payment, the portion not rolled over will be taxed and will be subject to the 10% additional income tax on early distributions if you are under age 59½ (unless an exception applies). How much may I roll over? If you wish to do a rollover, you may roll over all or part of the amount eligible for rollover. Any payment from the Plan is eligible for rollover, except: Certain payments spread over a period of at least 10 years or over your life or life expectancy (or the lives or joint life expectancy of you and your beneficiary) Required minimum distributions after age 70½ (or after death) Hardship distributions ESOP dividends Corrective distributions of contributions that exceed tax law limitations Loans treated as deemed distributions (for example, loans in default due to missed payments before your employment ends) Cost of life insurance paid by the Plan Payments of certain automatic enrollment contributions requested to be withdrawn within 90 days of the first contribution Amounts treated as distributed because of a prohibited allocation of S corporation stock under an ESOP (also, there will generally be adverse tax consequences if you roll over a distribution of S corporation stock to an IRA). The Plan administrator or the payor can tell you what portion of a payment is eligible for rollover. If I don t do a rollover, will I have to pay the 10% additional income tax on early distributions? If you are under age 59½, you will have to pay the 10% additional income tax on early distributions for any payment from the Plan (including amounts withheld for income tax) that you do not roll over, unless one of the exceptions listed below applies. This tax is in addition to the regular income tax on the payment not rolled over. The 10% additional income tax does not apply to the following payments from the Plan: Payments made after you separate from service if you will be at least age 55 in the year of the separation Payments that start after you separate from service if paid at least annually in equal or close to equal amounts over your life or life expectancy (or the lives or joint life expectancy of you and your beneficiary) Payments from a governmental defined benefit pension plan made after you separate from service if you are a public safety employee and you are at least age 50 in the year of the separation Payments made due to disability Payments after your death Payments of ESOP dividends Corrective distributions of contributions that exceed tax law limitations Cost of life insurance paid by the Plan Payments made directly to the government to satisfy a federal tax levy Payments made under a qualified domestic relations order (QDRO) Payments up to the amount of your deductible medical expenses Certain payments made while you are on active duty if you were a member of a reserve component called to duty after September 11, 2001 for more than 179 days Payments of certain automatic enrollment contributions requested to be withdrawn within 90 days of the first contribution. If I do a rollover to an IRA, will the 10% additional income tax apply to early distributions from the IRA? If you receive a payment from an IRA when you are under age 59½, you will have to pay the 10% additional income tax on early distributions from the IRA, unless an exception applies. In general, the exceptions to the 10% additional income tax for early distributions from an IRA are the same as the exceptions listed above for early distributions from a plan. However, there are a few differences for payments from an IRA, including: There is no exception for payments after separation from service that are made after age 55. The exception for qualified domestic relations orders (QDROs) does not apply (although a special rule applies under which, as part of a divorce or separation agreement, a tax-free transfer may be made directly to an IRA of a spouse or former spouse). The exception for payments made at least annually in equal or close to equal amounts over a specified period applies without regard to whether you have had a separation from service. There are additional exceptions for (1) payments for qualified higher education expenses, (2) payments up to $10,000 used in a qualified first-time home purchase, and (3) payments for health insurance premiums after you have received unemployment compensation for 12 consecutive weeks (or would have been eligible to receive unemployment compensation but for selfemployed status). Will I owe State income taxes? This notice does not describe any State or local income tax rules (including withholding rules). 1 SPECIAL RULES AND OPTIONS If your payment includes after-tax contributions After-tax contributions included in a payment are not taxed. If a payment is only part of your benefit, an allocable portion of your after-tax contributions is included in the payment, so you cannot take a payment of only after-tax contributions. However, if you have pre-1987 after-tax contributions maintained in a separate account, a special rule may apply to determine whether the after-tax contributions are included in a payment. In addition, special rules apply when you do a rollover, as described below. You may roll over to an IRA a payment that includes aftertax contributions through either a direct rollover or a 60-day rollover. You must keep track of the aggregate amount of the after-tax contributions in all of your IRAs (in order to determine your taxable income for later payments from the IRAs). If you do a direct rollover of only a portion of the amount paid from the Plan and at the same time the rest is paid to you, the portion directly rolled over consists first of the amount that would be taxable if not rolled over. For example, assume you are receiving a distribution of $12,000, of which $2,000 is after-tax contributions. In this case, if you directly roll over $10,000 to an IRA that is not a Roth IRA, no amount is taxable because the $2,000 amount not directly rolled over is treated as being after-tax contributions. If you do a direct rollover of the entire amount paid from the Plan to two or more destinations at the same time, you can choose which destination receives the after-tax contributions. If you do a 60-day rollover to an IRA of only a portion of a payment made to you, the after-tax contributions are treated as rolled over last. For example, assume you are receiving a distribution of $12,000, of which $2,000 is after-tax contributions, and no part of the distribution is directly rolled over. In this case, if you roll over $10,000 to an IRA that is not a Roth IRA in a 60-day rollover, no amount is taxable because the $2,000 amount not rolled over is treated as being after-tax contributions. You may roll over to an employer plan all of a payment that includes after-tax contributions, but only through a direct rollover (and only if the receiving plan separately accounts for after-tax contributions and is not a governmental section 457(b) plan). You can do a 60-day rollover to an employer plan of part of a payment that includes after-tax contributions, but only up to the amount of the payment that would be taxable if not rolled over. If you miss the 60-day rollover deadline Generally, the 60-day rollover deadline cannot be extended. However, the IRS has the limited authority to waive the deadline under certain extraordinary circumstances, such as when external events prevented you from completing the rollover by the 60-day rollover deadline. To apply for a waiver, you must file a private letter ruling request with the IRS. Private letter ruling requests require the payment of a nonrefundable user fee. For more information, see IRS Publication 590-A, Contributions to Individual Retirement Arrangements (IRAs). If your payment includes employer stock that you do not roll over If you do not do a rollover, you can apply a special rule to payments of employer stock (or other employer securities) that are either attributable to after-tax contributions or paid in a lump sum after separation from service (or after age 59½, disability, or the participant s death). Under the special rule, the net unrealized appreciation on the stock will not be taxed when distributed from the Plan and will be taxed at capital gain rates when you sell the stock. Net unrealized appreciation is generally the increase in the value of employer stock after it was acquired by the Plan. If you do a rollover for a payment that includes employer stock (for example, by selling the stock and rolling over the proceeds within 60 days of the payment), the special rule relating to the distributed employer stock will not apply to any subsequent payments from the IRA or employer plan. The Plan administrator can tell you the amount of any net unrealized appreciation. If you have an outstanding loan that is being offset If you have an outstanding loan from the Plan, your Plan benefit may be offset by the amount of the loan, typically when your employment ends. The loan offset amount is treated as a distribution to you at the time of the offset and will be taxed (including the 10% additional income tax on early distributions, unless an exception applies) unless you CVNR(11)ROTH MEGA 01/12/15

9 do a 60-day rollover in the amount of the loan offset to an IRA or employer plan. If you were born on or before January 1, 1936 If you were born on or before January 1, 1936 and receive a lump sum distribution that you do not roll over, special rules for calculating the amount of the tax on the payment might apply to you. For more information, see IRS Publication 575, Pension and Annuity Income. If you roll over your payment to a Roth IRA If you roll over a payment from the Plan to a Roth IRA, a special rule applies under which the amount of the payment rolled over (reduced by any after-tax amounts) will be taxed. However, the 10% additional income tax on early distributions will not apply (unless you take the amount rolled over out of the Roth IRA within 5 years, counting from January 1 of the year of the rollover). If you roll over the payment to a Roth IRA, later payments from the Roth IRA that are qualified distributions will not be taxed (including earnings after the rollover). A qualified distribution from a Roth IRA is a payment made after you are age 59½ (or after your death or disability, or as a qualified firsttime homebuyer distribution of up to $10,000) and after you have had a Roth IRA for at least 5 years. In applying this 5-year rule, you count from January 1 of the year for which your first contribution was made to a Roth IRA. Payments from the Roth IRA that are not qualified distributions will be taxed to the extent of earnings after the rollover, including the 10% additional income tax on early distributions (unless an exception applies). You do not have to take required minimum distributions from a Roth IRA during your lifetime. For more information, see IRS Publication 590-A, Contributions to Individual Retirement Arrangements (IRAs), and IRS Publication 590-B, Distributions from Individual Retirement Arrangements (IRAs). If you do a rollover to a designated Roth account in the Plan You cannot roll over a distribution to a designated Roth account in another employer s plan. However, you can roll the distribution over into a designated Roth account in the distributing Plan. If you roll over a payment from the Plan to a designated Roth account in the Plan, the amount of the payment rolled over (reduced by any after-tax amounts directly rolled over) will be taxed. However, the 10% additional tax on early distributions will not apply (unless you take the amount rolled over out of the designated Roth account within the 5-year period that begins on January 1 of the year of the rollover). If you roll over the payment to a designated Roth account in the Plan, later payments from the designated Roth account that are qualified distributions will not be taxed (including earnings after the rollover). A qualified distribution from a designated Roth account is a payment made both after you are age 59½ (or after your death or disability) and after you have had a designated Roth account in the Plan for at least 5 years. In applying this 5-year rule, you count from January 1 of the year your first contribution was made to the designated Roth account. However, if you made a direct rollover to a designated Roth account in the Plan from a designated Roth account in a plan of another employer, the 5-year period begins on January 1 of the year you made the first contribution to the designated Roth account in the Plan or, if earlier, to the designated Roth account in the plan of the other employer. Payments from the designated Roth account that are not qualified distributions will be taxed to the extent of earnings after the rollover, including the 10% additional income tax on early distributions (unless an exception applies). If you are not a plan participant Payments after death of the participant. If you receive a distribution after the participant s death that you do not roll over, the distribution will generally be taxed in the same manner described elsewhere in this notice. However, the 10% additional income tax on early distributions does not apply, and the special rule described under the section If you were born on or before January 1, 1936 applies only if the participant was born on or before January 1, If you are a surviving spouse. If you receive a payment from the Plan as the surviving spouse of a deceased participant, you have the same rollover options that the participant would have had, as described elsewhere in this notice. In addition, if you choose to do a rollover to an IRA, you may treat the IRA as your own or as an inherited IRA. An IRA you treat as your own is treated like any other IRA of yours, so that payments made to you before you are age 59½ will be subject to the 10% additional income tax on early distributions (unless an exception applies) and required minimum distributions from your IRA do not have to start until after you are age 70½. If you treat the IRA as an inherited IRA, payments from the IRA will not be subject to the 10% additional income tax on early distributions. However, if the participant had started taking required minimum distributions, you will have to receive required minimum distributions from the inherited IRA. If the participant had not started taking required minimum distributions from the Plan, you will not have to start receiving required minimum distributions from the inherited IRA until the year the participant would have been age 70½. If you are a surviving beneficiary other than a spouse. If you receive a payment from the Plan because of the participant s death and you are a designated beneficiary other than a surviving spouse, the only rollover option you have is to do a direct rollover to an inherited IRA. Payments from the inherited IRA will not be subject to the 10% additional income tax on early distributions. You will have to receive required minimum distributions from the inherited IRA. Payments under a qualified domestic relations order. If you are the spouse or former spouse of the participant who receives a payment from the Plan under a qualified domestic relations order (QDRO), you generally have the same options the participant would have (for example, you may roll over the payment to your own IRA or an eligible employer plan that will accept it). Payments under the QDRO will not be subject to the 10% additional income tax on early distributions. If you are a nonresident alien If you are a nonresident alien and you do not do a direct rollover to a U.S. IRA or U.S. employer plan, instead of withholding 20%, the Plan is generally required to withhold 30% of the payment for federal income taxes. If the amount withheld exceeds the amount of tax you owe (as may happen if you do a 60-day rollover), you may request an income tax refund by filing Form 1040NR and attaching your Form 1042-S. See Form W-8BEN for claiming that you are entitled to a reduced rate of withholding under an income tax treaty. For more information, see also IRS Publication 519, U.S. Tax Guide for Aliens, and IRS Publication 515, Withholding of Tax on Nonresident Aliens and Foreign Entities. Other special rules If a payment is one in a series of payments for less than 10 years, your choice whether to make a direct rollover will apply to all later payments in the series (unless you make a different choice for later payments). If your payments for the year are less than $200 (not including payments from a designated Roth account in the Plan), the Plan is not required to allow you to do a direct rollover and is not required to withhold for federal income taxes. However, you may do a 60-day rollover. Unless you elect otherwise, a mandatory cashout of more than $1,000 (not including payments from a designated Roth account in the Plan) will be directly rolled over to an IRA chosen by the Plan administrator or the payor. A mandatory cashout is a payment from a plan to a participant made before age 62 (or normal retirement age, if later) and without consent, where the participant s benefit does not exceed $5,000 (not including any amounts held under the plan as a result of a prior rollover made to the plan). You may have special rollover rights if you recently served in the U.S. Armed Forces. For more information, see IRS Publication 3, Armed Forces Tax Guide. PART II: YOUR ROLLOVER OPTIONS FOR PAYMENTS MADE FROM A DESIGNATED ROTH ACCOUNT A portion of your payment may be from a designated Roth account and, therefore, eligible to be rolled over to a Roth IRA or designated Roth account in an employer plan. The following information is intended to help you decide whether to do such a rollover. This notice describes the rollover rules that apply only to payments from the Plan that are from a designated Roth account. If you also receive a payment from the Plan that is not from a designated Roth account, the Plan administrator or the payor will tell you the amount that is being paid from each account. Your rollover options for that payment are provided in Part I above. Rules that apply to most payments from a designated Roth account are described in the General Information About Rollovers From A Designated Roth Account section. Special rules that only apply in certain circumstances are described in the Special Rules and Options section below. GENERAL INFORMATION ABOUT ROLLOVERS FROM A DESIGNATED ROTH ACCOUNT How can a rollover affect my taxes? After-tax contributions included in a payment from a designated Roth account are not taxed, but earnings might be taxed. The tax treatment of earnings included in the payment depends on whether the payment is a qualified distribution. If a payment is only part of your designated Roth account, the payment will include an allocable portion of the earnings in your designated Roth account. If the payment from the Plan is not a qualified distribution and you do not do a rollover to a Roth IRA or a designated Roth account in an employer plan, you will be taxed on the earnings in the payment. If you are under age 59½, a 10% additional income tax on early distributions will also apply to the earnings (unless an exception applies). However, if you do a rollover, you will not have to pay taxes currently on the earnings and you will not have to pay taxes later on payments that are qualified distributions. If the payment from the Plan is a qualified distribution, you will not be taxed on any part of the payment even if you do not do a rollover. If you do a rollover, you will not be taxed on the amount you roll over and any earnings on the amount you roll over will not be taxed if paid later in a qualified distribution. 2 A qualified distribution from a designated Roth account in the Plan is a payment made after you are age 59½ (or after your death or disability) and after you have had a designated Roth account in the Plan for at least 5 years. In applying the 5-year rule, you count from January 1 of the year your first contribution was made to the designated Roth account. However, if you did a direct rollover to a designated Roth account in the Plan from a designated Roth account in another employer plan, your participation will count from January 1 of the year your first contribution was made to the designated Roth account in the Plan or, if earlier, to the designated Roth account in the other employer plan. Where may I roll over the payment? You may roll over the payment to either a Roth IRA (a Roth individual retirement account or Roth individual retirement annuity) or a designated Roth account in an employer plan (a tax-qualified plan or section 403(b) plan) that will accept the rollover. The rules of the Roth IRA or employer plan that holds the rollover will determine your investment options, fees, and rights to payment from the Roth IRA or employer plan (for example, no spousal consent rules apply to Roth IRAs and Roth IRAs may not provide loans). Further, the amount rolled over will become subject to the tax rules that apply to the Roth IRA or the designated Roth account in the employer plan. In general, these tax rules are similar to those described elsewhere in this notice, but differences include: If you do a rollover to a Roth IRA, all of your Roth IRAs will be considered for purposes of determining whether you have satisfied the 5-year rule (counting from January 1 of the year for which your first contribution was made to any of your Roth IRAs). If you do a rollover to a Roth IRA, you will not be required to take a distribution from the Roth IRA during your lifetime and you must keep track of the aggregate amount of the after-tax contributions in all of your Roth IRAs (in order to determine your taxable income for later Roth IRA payments that are not qualified distributions). Eligible rollover distributions from a Roth IRA can only be rolled over to another Roth IRA. How do I do a rollover? There are two ways to do a rollover. You can either do a direct rollover or a 60-day rollover. If you do a direct rollover, the Plan will make the payment directly to your Roth IRA or designated Roth account in an employer plan. You should contact the Roth IRA sponsor or the administrator of the employer plan for information on how to do a direct rollover. If you do not do a direct rollover, you may still do a rollover by making a deposit within 60 days into a Roth IRA, whether the payment is a qualified or nonqualified distribution. In addition, you can do a rollover by making a deposit within 60 days into a designated Roth account in an employer plan if the payment is a nonqualified distribution and the rollover does not exceed the amount of the earnings in the payment. You cannot do a 60-day rollover to an employer plan of any part of a qualified distribution. If you receive a distribution that is a nonqualified distribution and you do not roll over an amount at least equal to the earnings allocable to the distribution, you will be taxed on the amount of those earnings not rolled over, including the 10% additional income tax on early distributions if you are under age 59½ (unless an exception applies). If you do a direct rollover of only a portion of the amount paid from the Plan and a portion is paid to you at the same time, the portion directly rolled over consists first of earnings. If you do not do a direct rollover and the payment is not a qualified distribution, the Plan is required to withhold 20% of the earnings for federal income taxes (up to the amount of cash and property received other than employer stock). This means that, in order to roll over the entire payment in a 60- day rollover to a Roth IRA, you must use other funds to make up for the 20% withheld. How much may I roll over? If you wish to do a rollover, you may roll over all or part of the amount eligible for rollover. Any payment from the Plan is eligible for rollover, except: Certain payments spread over a period of at least 10 years or over your life or life expectancy (or the lives or joint life expectancy of you and your beneficiary) Required minimum distributions after age 70½ (or after death) Hardship distributions ESOP dividends Corrective distributions of contributions that exceed tax law limitations Loans treated as deemed distributions (for example, loans in default due to missed payments before your employment ends) Cost of life insurance paid by the Plan Payments of certain automatic enrollment contributions requested to be withdrawn within 90 days of the first contribution Amounts treated as distributed because of a prohibited allocation of S corporation stock under an ESOP (also, there will generally be adverse tax consequences if S corporation stock is held by an IRA). CVNR(11)ROTH MEGA 01/12/15