definiens: means any plan, program, agreement, policy or arrangement, whether or not reduced towriting, and whether covering a single individual or a group of individuals, that is ( a ) an employee welfare benefit planwithin the meaning of Section 3(1 ) of ERISA, ( b ) an employee pension benefit plan within the meaning of Section 3(2)of ERISA, ( c ) a stock bonus, stock purchase, stock option, restricted stock, stock appreciation right, profit sharing orsimilar equity - based plan or agreement, or ( d ) any other deferred - compensation, retirement, severance, retention, change - in - control, leave, vacation, welfare - benefit, bonus, incentive or fringe - benefit plan, program, agreement orarrangement that is, in each of the cases of clauses ( a ) through ( d ), maintained for the benefit of any officers, directors, employees or consultants of the Business