Exhibit 10.2


 


 


 


 


 


 


 


ASTORIA FEDERAL SAVINGS AND LOAN
ASSOCIATION


 


SUPPLEMENTAL BENEFIT PLAN


 


 


As amended effective January
1, 2009 and further amended effective April 30, 2012


 



    	 



    	 	



    



 


ASTORIA FEDERAL SAVINGS AND LOAN
ASSOCIATION


 


SUPPLEMENTAL BENEFIT PLAN


 


ARTICLE I


 


DEFINITIONS


 


1.01Association


 


Astoria Federal Savings and Loan
Association.


 


1.02Committee


 


The persons appointed by the
Association to administer the Plan.


 


1.03Effective Date


 


This Plan is effective January
1, 1989.


 


1.04Plan


 


The Astoria Federal Savings and
Loan Association Supplemental Benefit Plan.


 


1.05Qualified Retirement
Plan


 


The Astoria Federal Savings and Loan Association Employees’
Pension Plan.


 


 


ARTICLE II


 


PARTICIPATION


 


2.01Eligibility and Commencement
of Participation


 


The employees listed in Appendix
A to this Plan shall become Participants in this Plan as of the Effective Date.


 



    	 



    	 	



    



 


ARTICLE III


 


BENEFITS TO PARTICIPANTS


 


3.01Supplemental Retirement
Benefits


 


		(a)	The Plan shall provide benefits equal to the difference,
if any, between:



 


		i)	The benefit payable under the Qualified Plan assuming
the benefit formula in effect on December 31, 1988 had not been changed, and



 


		ii)	The benefit payable under the Qualified Plan based
on the benefit formula in effect on January 1, 1992.



 


For purposes of calculating amounts
under (i) and (ii) above, the provisions of the Qualified Plan shall be deemed not to reflect any of the limitations contained
in the Internal Revenue Code with respect to benefits payable or compensation.


 


		(b)	Benefits shall be payable-commencing in the later of
the month after the Participant’s 65th birthday or month following the month in which the Participant terminates
employment unless, within thirty (30) days after first becoming a Participant (or, if later, December 31, 2008 with respect
to benefits payable after December 31, 2008) the Participant elects that payments begin at termination of employment or on
a specified date after termination of employment but before attainment of age 65. Benefits shall be payable in the form
of a single life annuity for the life of the Participant unless, within thirty (30) days after first becoming a Participant
(or, if later, December 31, 2008 with respect to benefits payable after December 31, 2008) the Participant elects that payments
be made in another optional form of payment permitted under the Qualified Plan or in a lump sum. Payments made in the form
of an optional form of benefit or a lump sum shall be determined using the applicable interest rate and mortality assumptions
in effect under the Qualified Plan when the benefit calculation is made. In the case of a payment election after December
31, 2008 by a Participant who also participants into the Astoria Federal Savings and Loan Association Excess Benefit Plan,
any payment election under this Plan must be concurrent with, and the same in all respects as, the payment election under
the Excess Benefit Plan.



 


		(c)	A Participant may elect that, in the event of a change
in control of the Association (within the meaning of section 409A of the Internal Revenue Code) any remaining benefits
due to him under the Plan shall be made in a single lump sum on the effective date of the change in control, such lump sum
to be computed on the basis of the interest rate and mortality assumptions applicable under the Qualified Plan as of the date
of payment. Such an election shall be made within thirty (30) days after first becoming a Participant or, if later in
the case of benefits payable after December 31, 2008, no later than December 31, 2008. In the case of a payment election after
December 31, 2008 by a Participant who also participates in the Astoria Federal Savings and Loan Association



 


 



    	 



    	 	



    



 


Excess
Benefit Plan, any payment election under this Plan must be concurrent with and the same in all respects as, the payment election
under the Excess Benefit Plan.


 


		(d)	Notwithstanding anything in the Plan to the contrary
any benefit under the Plan that becomes payable due to a Participant’s termination of employment shall (a) if necessary,
be deferred to and payable on (or commencing on) the earliest date on which the Participant has a “separation from service”
(within the meaning of section 409A of the Code) and (b) if the Participant is a “specified employee” (within
the meaning of section 409A of the Code on the date of his separation from service shall be further deferred to the first
day of the seventh calendar month to begin after separation from service. The amount of any payments is scheduled to be made
during the deferral period shall be paid, with interest at the rate of six percent (6%) per annum, compounded annually
from the scheduled payment date to the end of the required deferral period, immediately following the end of any require deferral
period.



 


ARTICLE IV


 


ADMINISTRATION


 


4.01Duties of the Committee


 


The Committee shall have full
responsibility for the management, operation, interpretation and administration of the Plan in accordance with its terms, and shall
have such authority as is necessary or appropriate in carrying out its responsibilities. Actions taken by the Committee pursuant
to this Section 4.01 shall be conclusive and binding upon the Association, Participants, former Participants, beneficiaries, and
other interested parties. All decisions, interpretations, and actions made by the Committee shall at all times be consistent with
the requirements of the Qualified Retirement Plan as if that plan could have provided the benefits described herein.


 


4.02Unfunded Character
of the Plan


 


The Plan shall be unfunded. Neither
the Association nor the Committee nor its individual members shall segregate or otherwise identify specific assets to be applied
to the purposes of the Plan, nor shall any of them be deemed to be a trustee of any amounts to be paid under the Plan. Any liability
of the Association to any person with respect to benefits payable under the Plan shall be based solely upon such contractual obligations,
if any, as shall be created by the Plan, and shall give rise only to a claim against the general assets of the Association. No
such liability shall be deemed to be secured by any pledge or any encumbrance on any specific property of the Association.


 



    	 



    	 	



    



 


ARTICLE V


 


MISCELLANEOUS PROVISIONS


 


 


5.01Amendment and Termination


 


The Board of Directors of the
Association shall have the right to amend or terminate the Plan, in whole or part at its sole discretion, at any time. Benefits
accrued under the Plan as of the date of any amendment or termination shall not be reduced, and such benefits shall become nonforfietable
to the same extent that such rights would be nonforfeitable if such benefits had been provided under the Qualified Retirement Plan.
If the Plan is terminated, the Association shall pay the accrued benefits provided by the Plan to each Participant. Any termination
of the Plan and related payment of benefits shall conform to the requirements of section 409A of the Code.


 


5.02Operation as Deferred
Compensation Plan


 


The Plan is intended to be an
unfunded, non-qualified deferred compensation plan covering a select group of highly compensated employees and management.


 


5.03Internal Revenue Code
Section 409A Compliance


 


The Plan is intended to be a
non-qualified deferred compensation plan described in Section 409A of the Code. The Plan shall be operated, administered and construed
to give effect to such intent. In addition, the Plan shall be subject to amendment, with or without advance notice to Participants
and other interested parties, and on a prospective or retroactive basis, including but not limited to amendment in a manner that
adversely affects the rights of participants and other interested parties, to the extent necessary to effect such compliance.


 


5.04Nonassignability


 


The benefits of a Participant
(or his spouse, if any) shall not be transferable or assignable except by reason of the laws of decent and distribution.


 


ARTICLE VI


 


CESSATION OF BENEFIT ACCRUALS


 


Notwithstanding anything in the
Plan to the contrary, the accrual of benefits under the Plan shall cease on April 30, 2012. No person who is not a Participant
on such date shall thereafter become a Participant. The benefit payable under this Plan to each Participant shall be determined
as of April 30, 2012, taking into account all provisions of the Qualified Retirement Plan in effect as of such date, and shall
not increase thereafter except that (a) the benefit payable under this Plan may increase to the extent that the vested percentage
of the Participant’s benefit under the Qualified Plan increases after April 30, 2012 and/or (b) the


 


 



    	 



    	 	



    



 


benefit may increase if he or
she becomes eligible for an early retirement benefit under the Qualified Retirement plan after April 30, 2012. For purposes of
determining the benefit payable to a Participant under section 3.01(a), it shall be assumed that the benefit formula in effect
on December 31, 1998 and January 1, 2012 are frozen as of April 30, 2012 such that no service credit is given for benefit accrual
purposes for any period after April 30, 2012 and no compensation paid or rate of compensation in effect after April 20, 2012 is
taken into account for benefit computation purposes.


 






    	 



    	 	



    
 





APPENDIX A


 


ASTORIA FEDERAL SAVINGS AND LOAN
ASSOCIATION


 


SUPPLEMENTAL BENEFIT PLAN


 


 


	
        Plan

        Participants
	
        Social Security

        Number
	Name
	 	 	
        Wilfred DeJesus

        Monte Redman

        Edward Spegowski

        Steven Miss

        John Grady

        Mark Manna

        William Mannix

        George Stagl

        Howard Burkhart

        Stephen Martini

        Arnold Greenberg

        Kenneth Bowman

        John Romano

        Robert Dressler

        Mario Cocchetto

        Edward Price

        Andrew Blazek

        George Engelke

        John Biggs

        Robert Lund

        Frederic Miers

        Michael Wirnshofer

        Rhoda Baisi

        Louis Abbatepaolo

        William Wepner

        William Sheerin

        John Mastrodomenico

        Frank Beiter

        Salvatore Alarimo

        Thomas Drennan