Your Opportunity to Enroll in the Laboratory Corporation of America Holdings Deferred Compensation Plan for 2017 As part of LabCorp s comprehensive compensation and benefit programs, we are pleased to offer you the opportunity to participate in our Deferred Compensation Plan (the DCP) in 2017. This nonqualified plan enables eligible employees to shelter a portion of current income from income taxes until a future date when payments are received from the DCP. Because your account grows tax free until you receive a distribution, it is another option to save for your future financial needs. A decision to participate in the DCP is an annual decision that covers only the upcoming Plan Year (the calendar year) and must be made during each year s DCP annual enrollment period. If you want to participate in the DCP in calendar year 2017, you must enroll between December 5, 2016, and December 23, 2016, even if you are currently participating in the DCP. If you decide to participate, your new deferral election will begin with the first payroll in 2017. The sections that follow cover how to obtain additional Plan information, how to enroll in the DCP, and other helpful enrollment tips. If you have any questions about the DCP, please contact the Fidelity Retirement Benefits Center at 1-800-421-3844. Representatives are available to assist you on business days from 8:30 a.m. to 8:00 p.m. Eastern time. While we believe that the DCP can be an effective tool, we recommend that you consult your financial planner or tax advisor about the specific benefits of the DCP and the role it can have in achieving your future financial goals. DCP Information The Fidelity NetBenefits website, 401k.com, has information about the DCP. You should access and read this information before making a decision to participate in the DCP. The available information includes: Plan Summary. This document provides an overview of the DCP, including distribution options and taxation.
Plan Highlights The LabCorp DCP is a nonqualified plan under federal tax law and IRS regulations. It enables eligible employees to save for the future, above and beyond the limits in place for their qualified 401(k) plan. Key Benefits When you defer a portion of your current compensation to the LabCorp DCP, you have a chance to manage your income tax exposure while focusing on your future. You can use the LabCorp DCP to prepare for future expenses or to offset other forms of income which gives you additional flexibility and control. Your account has a chance to grow faster than it would in a traditional taxable savings account. Overview The LabCorp DCP is a tool that allows you to defer monies on a pretax basis in addition to the traditional 401(k) Plan. If you choose to enroll in the LabCorp DCP, you will be able to contribute 1) annual base pay in addition to your normal 401(k) amount and 2) a portion of your sales commissions and MIB. For additional information about the DCP, you can log on to Fidelity NetBenefits at 401k.com or call the Fidelity Retirement Benefits Line at 1-800-421-3844. Eligibility and Enrollment Designated highly compensated employees of Laboratory Corporation of America Holdings (LabCorp) are eligible to participate in the Company s DCP, a voluntary benefit plan. If you are an eligible participant, you will be given an opportunity to enroll for the following year. Generally, the enrollment period will be in December. Specific dates will be announced each year. You must complete your enrollment by the established deadline. Investment Options To help you meet your investment goals, the LabCorp DCP offers you a range of hypothetical options. You can select a mix of hypothetical options that best suits your goals, time horizon, and risk tolerance. The hypothetical options available through the LabCorp DCP include conservative, moderately conservative, and aggressive funds. A complete description of the LabCorp DCP hypothetical options and their performance, as well as planning tools to help you choose an appropriate mix, are available online through Fidelity NetBenefits at 401k.com Please note that the investment options in this plan are notional and will be used for measurement and bookkeeping purposes only. Distributions while You Are Working Class-Year In-Service Distributions: Each enrollment period, you may elect to have all or a portion of that Plan Year s elected deferrals with earnings paid to you, without penalty, at a specific future date of your choice while you are working for the Company. You elect the year you want your 2017 Class-Year In-Service Distribution (ISD) to be paid to you any time on or after January 2020, and you elect the form of payment for your ISD; options are lump sum or annual installments over two, three, or four years. You may postpone this distribution or change the form of payment, subject to certain limitations. Unforeseeable Emergency Distribution: Permitted, without penalty, at the discretion of LabCorp. 2
Distributions when You Leave Retirement: Upon retirement (defined by the DCP as age 55 with five years of LabCorp service) your post-2005 account balance will be paid to you, based on your retirement distribution elections on file, beginning the sixth month after your retirement (pre-2005 account balance will be distributed as soon as administratively possible). Each enrollment period, you elect your retirement distribution for that Plan Year s deferral account; options are lump sum or annual installments over five, 10, or 15 years. If you are a current participant who has not enrolled during the LabCorp DCP enrollment period, your current retirement distribution election on file will be carried forward into the next Plan Year. You may change your retirement distribution election each year, subject to certain limitations. Termination: If you leave the Company prior to retirement under the DCP, your post-2005 account balance will be paid to you based on your termination distribution election on file, beginning the sixth month after your termination (pre-2005 account balance will be distributed in a lump sum as soon as administratively possible). This election is made upon initial enrollment; options are lump sum or annual installments from two to five years. You may change your termination distribution election every year, subject to certain limitations. Survivor Benefits If you die before termination or retirement, your beneficiary will receive your post-2005 account balance based on your survivor benefit distribution election on file (distribution of your pre-2005 account balance will be based on your pre-2005 retirement distribution election). This election is made upon initial enrollment; options are lump sum or annual installments over three, five, or 10 years. You may change this election each year, subject to certain limitations. If you die after your termination/retirement distribution payments have begun, your beneficiary will receive the remainder of your payments. Taxation of Deferrals and Benefits Your deferrals and Company contributions are subject to the Federal Insurance Contributions Act (FICA), Federal Unemployment Tax Act (FUTA), and local taxes at the time they are made; however, deferrals are not subject to federal or state taxes until they are distributed to you. All distributions from the DCP are treated as ordinary income and are subject to federal and, if applicable, state taxes (but not to FICA or FUTA) when they are paid to you. Distributions associated with deferrals prior to January 1, 2010, are subject to local taxes. Benefit Security and Plan Funding In a nonqualified plan, you rank as an unsecured general creditor of LabCorp should the Company become bankrupt or insolvent. Although the Company pays all benefits from its general assets, LabCorp has created a nonqualified grantor trust (rabbi trust) whose assets may be used to pay benefits. The rabbi trust invests its assets in variable universal life insurance contracts on the lives of DCP participants. Accessing Your Account Information about your LabCorp DCP, as well as the LabCorp Employees Savings Plan, the LabCorp Stock Incentive Plan, and the LabCorp Employee Stock Purchase Plan (ESPP), is available virtually 24 hours a day by calling the Fidelity Retirement Benefits Line at 1-800-421-3844 or online through Fidelity NetBenefits at 401k.com. Representatives are available Monday through Friday, 8:30 a.m. 8:00 p.m. Eastern time. 3
How to Enroll Annual enrollment is conducted electronically on 401k.com. To participate in the DCP next year, you must take the following actions: At 401k.com, log on to your account in NetBenefits using your username and password. If you have not previously established a password, click Register Now. On the home page, click Retirement Savings and choose the LABCORP DCP (Non-Qualified: 93282) link. Click Enroll Now. The screen will automatically walk you through the process to enroll in the DCP for 2017. You may also select the Contributions tab. For more detailed steps on enrollment, see the Enrollment Instructions section in this guide. Beneficiary Designation A separate beneficiary designation must be on file for the DCP. Please use the online feature to designate your beneficiaries. Or, if you prefer, you may complete a Beneficiary Designation Form and return it to Fidelity at the address noted on the form. 1. Deferrals Enter a percentage to defer for each contribution source (annual base pay, management incentive bonus [MIB], and/or commission). You will have an opportunity to change your deferral elections before submitting them. 2. Allocations Select your investment options. If you do not select investments, your contributions will be invested in the T. Rowe Price Retirement Active Trust (Class B), the LabCorp DCP s designated default fund. Note: If you currently participate in the DCP, your allocations take effect immediately and affect the way subsequent contributions are allocated. 3. Distribution Elections Choose a payment method (lump sum or annual installments). Note: Carefully consider your distribution choice as your ability to change it is very limited. 4. Review and Submit a. Review your elections carefully and make any necessary corrections. Once the window closes, you will not be able to change your annual base pay or sales commission deferral elections after annual enrollment. b. When you click Submit, your elections are recorded. 5. Confirmation A confirmation notice will be displayed, which you may print and save for your records. You will also receive an email confirmation. 4
Helpful Enrollment Information Deferrals Annual Base Pay You may elect from 1% to 50%. Sales Commission You may elect from 1% to 50%. MIB You may elect from 1% to 100%. Note: This election will impact MIB earned in 2017 and paid in 2018. Distribution Elections Nonqualified plan distributions are irrevocable; carefully review the distribution section to ensure that you have entered the distribution election correctly. You may choose different distribution elections for each source (base salary, sales commission, and/or MIB). You have the option of making a date-based election. This option allows you to receive a distribution from your DCP while you are still an active LabCorp employee. After the enrollment period, you may make a one-time, irrevocable change to the distribution election for 2017 Plan Year balances, but this election must be made at least 12 months before the date you would otherwise receive a distribution, and will defer payment for at least five years. Investment Options For the most current investment option information, click the Investment Performance and Research link on NetBenefits at 401k.com. You may change your investment option election at any time during the year. Your election to participate (or not), and the amount of any deferral, cannot be changed after the December 23 enrollment deadline.* Regardless of your decision during the annual enrollment period, you may have an opportunity to enroll for the 2018 Plan Year in December 2017, assuming you still meet eligibility requirements. After you complete the enrollment process, if you need to view Plan information or access forms regarding the LabCorp DCP, follow these steps: 1. From the home page at 401k.com, click Retirement Savings and choose the LABCORP DCP (Non-Qualified: 93282) link. 2. Choose Plan Information. Under Plan Details, there is a list of links to LabCorp DCP literature for you to review or print. If you cannot easily access this information, please contact the Fidelity Retirement Benefits Center at 1-800-421-3844. Representatives are available to assist you on business days from 8:30 a.m. to 8:00 p.m. Eastern time. Note: When electing a Plan distribution, we encourage you to seek professional tax advice to determine the best course of action for your financial circumstances. Once you ve elected your payment distribution option (e.g., lump sum or installments), it is irrevocable. *You will have the opportunity to modify your 2017 MIB election only in June. You must elect to defer a portion of the 2017 MIB (earned in 2017 and paid in 2018) during the December annual enrollment window to be eligible to participate in the special June MIB deferral election window. 5
Frequently Asked Questions and Answers Q. How are the LabCorp 401(k) Plan and DCP related? A. The 401(k) Plan allows you to defer up to 50% of your eligible compensation, up to the maximum IRS limit. For 2017, the IRS limit is $18,000 ($24,000 if age 50 or older and making catch-up contributions). The DCP allows you to defer without regard to the amount you defer into the 401(k) Plan and without an additional dollar limit. You do not need to be enrolled in the 401(k) Plan to defer into the DCP. Q. Can I change my deferrals after annual enrollment? A. After annual enrollment ends, your annual base pay and sales commission are irrevocable for that year. Provided you continue to meet the eligibility requirements for participation in the DCP, you will have the opportunity annually to make new elections for each subsequent year. You will have the opportunity to modify your 2017 MIB election only in June. You must elect to defer a portion of the 2017 MIB (earned in 2017 and paid in 2018) during the December annual enrollment window to be eligible to participate in the special June MIB deferral election window. Q. How do I find the distribution election I selected? A. Distribution elections can be viewed on Fidelity NetBenefits at 401k.com. Access your DCP account by entering your username and password, then click your DCP account. Click the Distributions tab. You will then be able to see the distribution election you chose for each year you enrolled. You can also call the Fidelity Retirement Benefits Line at 1-800-421-3844. Representatives are available Monday through Friday, 8:30 a.m. 8:00 p.m. Eastern time. Q. Can I change my distribution election? A. There is limited opportunity to change your distribution election. Fidelity will notify you when you are able to make a change, which is one year prior to the distribution date. The new distribution date you choose must be at least five years in the future. If you separate employment with LabCorp before this newly elected distribution date, your distribution date will be pulled into your separation of employment date with LabCorp. However, the method of payment lump sum or installments is irrevocable. Q. Can I roll over my DCP account to another plan? A. No. Unlike your 401(k) Plan, your DCP account cannot be rolled over to another plan. Once you separate from LabCorp, your account will be distributed to you according to the distribution election you selected, and the applicable taxes will be withheld. 6
Enrollment Instructions Enrollment period December 5, 2016 December 23, 2016, at 11:59 p.m. Eastern time The following steps will help you through the enrollment process on Fidelity NetBenefits. This interactive online tool makes it easy for you to manage your elections during the annual enrollment window. If you have any questions or need assistance, call 1-800-421-3844 to speak with a Fidelity Retirement Benefits Line representative from 8:30 a.m. to 8:00 p.m. Eastern time, Monday through Friday. Step 1: Log in Log on to 401k.com and enter your username and password to enroll. For security purposes, you will need to use a password to access your account. You ll use the same password to access your LabCorp DCP and 401(k) account through the telephone or NetBenefits. If you have forgotten your username or password, click Having trouble with your username and password? and follow the prompts to reset your password. If you do not already have a password, click Register Now and follow the prompts to create a 6- to 12-digit password. Please note: It is very important that you review the information for each of the investment options available through the DCP on NetBenefits before beginning the enrollment process. Step 2: Welcome Review the overall steps to enroll and click Enroll Now. 7
Enrollment Instructions continued Step 3: Deferrals Enter the desired deferral rate for your 2017 base salary and 2017 MIB, payable in 2018. Additionally, enter the desired deferral rate for your sales commission. Your maximum 2017 base salary deferral is 50%. Your maximum 2017 MIB deferral is 100%. Your maximum 2017 sales commission deferral is 50%. Please note: You must make a positive deferral election. If you do not make a positive entry in the Desired Election field, you will not have a deferral election on file for 2017. Step 4: Allocations (Investment Elections) Determine whether your investment elections should apply to all sources or to individual sources. Select your investment options and the percentage you wish to contribute to each option. Confirm whether you have read the prospectus for the selected funds. Repeat the investment election process if completing separate elections for each source. Changes to your investment elections will be effective immediately and apply to all monies deferred into the DCP going forward. Please note: Your election percentages must total 100%. 8
Step 5: Distribution Elections Select a distribution option (Separation from Service, Retirement, or Death). Select the payment method (lump sum or installments, as applicable). Repeat the distribution election process if completing separate elections for each source. Please note: If you choose a start date, the date must be two years beyond the year for which you make your election. Also note that Separation from Service is defined as: Involuntary or voluntary severance Disability Change of control Step 6: Review and Submit Review your elections carefully to confirm your choices. Your elections to defer are irrevocable after December 23, 2016. If the information is correct, click Submit to advance to the Confirmation screen, or click Edit to make changes. Step 7: Enrollment Confirmation Print a copy of this notice for your records. Step 8: Beneficiary Information Follow the instructions in the Next Steps and Additional Information section to assign a beneficiary or update your existing beneficiary information. 9
The Laboratory Corporation of America Holdings Deferred Compensation Plan is a nonqualified plan. Any account established for you is a bookkeeping entry on Laboratory Corporation of America Holdings financial statements. In the event of a bankruptcy, you will be treated as a general creditor of Laboratory Corporation of America Holdings. For more information on the Plan, please refer to the Plan Document with Laboratory Corporation of America Holdings. This document provides only a summary of the main features of the Plan, and the Plan Document will govern in the event of discrepancies. Keep in mind that investing involves risk. The value of your investment will fluctuate over time, and you may gain or lose money. 742508.2.0 Fidelity Brokerage Services LLC, Member NYSE, SIPC 900 Salem Street, Smithfield, RI 02917 2016 FMR LLC. All rights reserved.