EXHIBIT 10(iii)(c.1)


 


EXXONMOBIL
SUPPLEMENTAL SAVINGS PLAN


(including
Key Employee Supplemental Savings Plan)


Effective
July 17, 2017


 


 


1. Purpose 


 


The purpose of this Plan is to
provide a payment of approximately equivalent value from the general assets of
Exxon Mobil Corporation (“Corporation”) to a person participating in the
ExxonMobil Savings Plan (“Savings Plan”) who, because of the application of
United States Internal Revenue Code (“Code”) sections 415 and 401(a)(17) is
precluded from receiving employer contributions to the person's Savings Plan
account to which the person would otherwise be entitled.


 


2. Benefits 


 


2.1          Eligibility 


A person is eligible to receive benefits under this Plan only if
the person satisfies any of the following requirements:


(A)          The person becomes a
retiree pursuant to section 4.1(A) (relating to age, service and
LTD-eligibility requirements) or section 4.1(D) (relating to retiree grow-ins
in connection with certain divestments) of the ExxonMobil Common Provisions;


(B)          The person becomes a
qualified plans retiree within the meaning of the ExxonMobil Pension Plan; or


(C)          During the period January
1, 2015 through July 17, 2017, the person ceases to be a “service-oriented
employee” as defined in section 1.40 of the ExxonMobil Common Provisions after
attaining age 65.


2.2          Benefit
Formula


(A)          In General


As to any specific Savings Plan participant the
total amount of payment under this Plan is an amount that is in general
determined by notionally crediting on a monthly basis the amount of employer
contributions that cannot be made to the Savings Plan for that person as a
result of application to that person of Code sections 415 and 401(a)(17);
except that, for those persons who, as of December 31, 1993, are classified at
level 36 and are age 50 and above, only notional employer contributions made
after such date are taken into account. This amount is enhanced in each
instance by 120 percent of the long-term Applicable Federal Rate, compounded
monthly, as of the last month of each calendar quarter as published by the
Internal Revenue Service, and is then reduced, but not below zero, by the
amount, if any, of the actuarial lump-sum value of the amount payable to the
participant under the ExxonMobil Key Employee Additional Payments Plan that is
not applied as an offset against the participant's benefit under the ExxonMobil
Additional Payments Plan or the ExxonMobil Supplemental Pension Plan. For this
purpose, the actuarial lump-sum value shall be determined using the mortality
and interest rate assumptions set out in the ExxonMobil Pension Accounts
Instrument.


(B)          Notional
Interest Rate for Key Employees after Termination or Retirement


As to a participant who, immediately prior to
his or her termination or retirement, has a Classification Level of 36 or above
(“Key Employee”), "120 percent of the long-term Applicable Federal Rate,
compounded monthly, as of the last month of each calendar quarter as published
by the Internal Revenue Service" in paragraph (A) above shall be replaced
with "Citibank Prime Lending Rate as of the last business day of each
calendar quarter" for the period between date of termination or retirement
and date of payment. 


 


2.3          Calculation
Methodology


The exact methodology used in determining such
monthly credits and interest thereon will be established from time to time by
the Plan Administrator. General guidelines to be followed are: 


(A)          Required Participant
Contributions


To the extent determined by those administering
this Plan, a person is required to make regular employee contributions to the
person's Savings Plan account up to the maximum permitted by the Code to
receive credits under this Plan.


(B)          Discretionary Employee
Contributions


Prior to July 1, 2002, a person may not enhance
the amounts credited under this Plan by making discretionary employee
contributions to the person's Savings Plan account.


 






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3. Payment of Benefits


 


Payment of the benefit
determined under article 2 above shall be made in a lump sum as soon as
practicable following the latest of the following times:


(A)          the participant’s
retirement from ExxonMobil;


(B)          In the case of a
Key Employee, the six-month anniversary of the participant's termination of
employment or retirement; 


(C)          In the case of a
participant whose Savings Plan account is transferred to a savings plan
sponsored by Infineum USA Inc. or any of its affiliates ("Infineum"),
the participant’s termination of employment from Infineum; or


(D)          In the case of a
participant whose Savings Plan account is transferred to a savings plan
sponsored by Tenneco, Inc. or any of its affiliates ("Tenneco"), the
participant’s termination of employment from Tenneco.


 


4. Payment
Upon Death


 


4.1          In General


If a person dies as an employee with eligibility for a pension
death benefit under the ExxonMobil Pension Plan or as a retiree but before his
benefit under this Plan is distributed to him, then such benefit shall be
distributed as soon as practicable after death to the person’s beneficiary
determined under section 4.2 below.


 


4.2          Designation of
Beneficiaries


(A)          In General


A person entitled to receive a payment under
this Plan may name one or more designated beneficiaries to receive such payment
in the event of the person's death. Beneficiary designations shall be made
in accordance with such procedures as the Plan Administrator may establish. Spousal
consent to any designation is not required.


(B)          Default Beneficiaries


(1)           In General


If no specific designation is in effect, the
deceased’s beneficiary is the person or persons in the first of the following
classes of successive beneficiaries living at the time of death of the
deceased:


(a)           spouse;


(b)           children who
survive the participant or who die before the participant leaving children of
their own who survive the participant;


(c)           parents;


(d)           brothers and
sisters who survive the participant or who die before the participant leaving
children of their own who survive the participant.


If there are no members of any class of such
beneficiaries, payment is made to the deceased’s executors or administrators.


(2)           Allocation among Default
Beneficiaries


If the same class of beneficiaries under
paragraph (1) above contains two or more persons, they share equally, with
further subdivision of such equal shares as next provided. In class (b), where
a child dies before the participant leaving children who survive the
participant, such child's share is subdivided equally among those children. In
class (d), where a brother or sister dies before the participant leaving
children who survive the participant, such brother or sister's share is
subdivided equally among those children.


(3)           Definitions 


For purposes of this Section 4.2,
"child" means a person's son or daughter by legitimate blood
relationship or legal adoption; "parent" means a person's father or
mother by legitimate blood relationship or legal adoption; "brother"
or "sister" means another child of either or both of one's parents.


 


5. Miscellaneous 


 


5.1          Administration
of Plan


The Plan Administrator shall be the Manager,
Compensation, Benefit Plans and Policies, Human Resources Department, Exxon
Mobil Corporation. The Plan Administrator shall have the right and
authority to conclusively interpret this Plan for all purposes, including the
determination of any person’s eligibility for benefits hereunder and the resolution
of any and all appeals relating to claims by participants or beneficiaries,
with any such interpretation being conclusive for all participants and
beneficiaries.


 






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5.2          Nature
of Payments


Payments provided under this Plan are
considered general obligations of the Corporation.


 


5.3          Assignment or
Alienation


Except as provided in section 5.5 below,
payments provided under this Plan may not be assigned or otherwise alienated or
pledged.


 


5.4          Amendment or
Termination


The Corporation reserves the right to amend or
terminate this plan, in whole or in part, including the right at any time to
reduce or eliminate any accrued benefits hereunder and to alter or amend the
benefit formula set out herein.


 


5.5          Forfeiture of
Benefits


No person shall be entitled to receive payments
under this Plan and any payments received under this Plan shall be forfeited
and returned if it is determined by the Corporation in its sole discretion,
acting through its chief executive or such person or committee as the chief
executive may designate, that a person otherwise entitled to a payment under
this Plan or who has commenced receiving payments under this Plan:


(A)          engaged in gross
misconduct harmful to the Corporation, 


(B)          committed a
criminal violation harmful to the Corporation,


(C)          had concealed
actions described in paragraph (A) or (B) above which would have brought about
termination from employment thereby making the person ineligible for benefits
under this Plan, 


(D)          separated from
service prior to attaining age 65 without having received from the Corporation
or its delegatee prior written approval for such termination, given in the sole
discretion of the Corporation or its delegatee 


and in the context of recognition that benefits
under this Plan would not be forfeited upon such termination, or


(E)           had been
terminated for cause.



 

 






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EXXONMOBIL KEY EMPLOYEE SUPPLEMENTAL SAVINGS PLAN


 


K1. Purpose 


 


This Plan provides a payment
from the general assets of Exxon Mobil Corporation (“Corporation”) to a person
who, as of December 31, 1993,


(A)          was classified at level 36 or
above, 


(B)          was age 50 or above,


(C)          was a participant
in the Thrift Plan of Exxon Corporation (“Thrift Plan”), and


(D)          had been
precluded from receiving employer contributions to the person's account within
the Thrift Plan to which the person would otherwise be entitled, because of the
application of United States Internal Revenue Code (“Code”) sections 415 and
401(a)(17).


This plan expresses the
Corporation's commitment to make such a payment at the time payment is made to
the participant under the ExxonMobil Supplemental Savings Plan, and sets forth
the method for doing so.


 


 


K2. Benefits 


 


K2.1       Benefit Formula


(A)          In General


As to a participant, the total amount of
payment under this Plan shall be an amount that has been in general determined
by notionally crediting on a monthly basis the amount of employer contributions
that could not have been made to the Thrift Plan account of that person as a
result of application to that person of Code sections 415 and 401(a)(17) from
the date the person otherwise would have been an eligible participant in the
Exxon Supplemental Thrift Plan until December 30, 1993. This amount shall be
enhanced in each instance by 120 percent of the long-term Applicable Federal
Rate, compounded monthly, as of the last month of each calendar quarter as
published by the Internal Revenue Service. A participant in this Plan shall
have a non-forfeitable right to this amount credited as of December 31, 1993
plus all enhancements.


(B)          Notional Interest Rate for Key
Employees after Termination or Retirement


As to a participant who, immediately prior to
his or her termination or retirement, has a Classification Level of 36 or
above, "120 percent of the long-term Applicable Federal Rate, compounded
monthly, as of the last month of each calendar quarter as published by the
Internal Revenue Service" in paragraph (A) above shall be replaced with
"Citibank Prime Lending Rate as of the last business day of each calendar
quarter" for the period between date of termination or retirement and date
of payment.


 


K2.2       Calculation
Methodology


The exact methodology for such notional credits
and interest thereon shall be determined by the Plan Administrator. 


 


 


K3. Payment
of Benefits


 


K3.1       Form of Payment


Payments under this Plan are made in the form
of a lump sum single payment.


 


K3.2       Timing of
Payment


Payment shall be made under this Plan at the
same time as payment is made to the participant under the ExxonMobil
Supplemental Savings Plan.


 



 

 






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K4. Beneficiaries 


 


K4.1       Designation of
Beneficiaries


A person entitled to receive a payment under
this Plan may name one or more designees to receive such payment in the event
of the person's death. Beneficiary designations shall be made in
accordance with such procedures as the Plan Administrator may establish. Spousal
consent to any designation is not required. 


 


K4.2       Default
Beneficiaries


(A)          In General


If no specific designation is in effect, the
deceased’s beneficiary is the person or persons in the first of the following
classes of successive beneficiaries living at the time of death of the
deceased:


(1)           spouse;


(2)           children who
survive the participant or who die before the participant leaving children of
their own who survive the participant;


(3)           parents;


(4)           brothers and
sisters who survive the participant or who die before the participant leaving
children of their own who survive the participant.


If there are no members of any class of such
beneficiaries, payment is made to the deceased's executors or administrators.


(B)          Allocation among Default
Beneficiaries


If the same class of beneficiaries under paragraph
(A) above contains two or more persons, they share equally, with further
subdivision of such equal shares as next provided. In class (2), where a child
dies before the participant leaving children who survive the participant, such
child's share shall be subdivided equally among those children. In class (4),
where a brother or sister dies before the participant leaving children who
survive the participant, such brother or sister's share shall be subdivided
equally among those children.


(C)          Definitions              


For purposes of this Section K4.2,
"child" means a person's son or daughter by legitimate blood
relationship or legal adoption; "parent" means a person's father or
mother by legitimate blood relationship or legal adoption; "brother"
or "sister" means another child of either or both of one's parents.


 


 


K5. Miscellaneous 


 


K5.1       Administration
of Plan


The Plan Administrator shall be the Manager,
Compensation, Benefit Plans and Policies, Human Resources Department,
ExxonMobil Corporation. The Plan Administrator shall have the right and
authority to conclusively interpret this Plan for all purposes, including the
determination of any person’s eligibility for benefits hereunder and the
resolution of any and all appeals relating to claims by participants or
beneficiaries, with any such interpretation being conclusive for all
participants and beneficiaries.


 


K5.2       Nature of
Payments


Payments provided under this Plan shall be
considered general obligations of the Corporation.


 


K5.3       Assignment or
Alienation


Payments provided under this Plan may not be
assigned or otherwise alienated or pledged.


 


K5.4       Amendment or
Termination


The Corporation may at any time amend or
terminate this Plan, in whole or in part, so long as the amendment does not
deprive any person of the non-forfeitable right to benefits specifically
granted in this Plan.


 








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