firstamendmenttorestatem






        FIRST AMENDMENT  TO THE  FEDERAL SIGNAL CORPORATION RETIREMENT SAVINGS PLAN  (As Amended and Restated Effective as of January 1, 2020)      WHEREAS, Federal Signal Corporation (the "Company") maintains the Federal Signal  Corporation Retirement Savings Plan (As Amended and Restated Effective as of January 1, 2020) (the  "Plan") for the benefit of eligible employees; and    WHEREAS, amendment of the Plan now is considered desirable;    NOW, THEREFORE, by virtue of the power granted to the Benefits Planning Committee by  Subsection 16.1 of the Plan, the Plan be and is hereby amended in the following particulars, effective  as of the dates listed below:    1. Effective January 1, 2021, by substituting the following for the first sentence of  Paragraph 4.l(a) of the Plan:  "Notwithstanding any provision of the Plan to the contrary, if, and only to the extent,  provided for in Exhibit B, a Participant who does not make an affirmative Pre-Tax or  Roth Contribution election (including an election to not make Pre-Tax or Roth  Contributions) within 30 days of first becoming eligible shall be deemed to have elected  a Pre-Tax Contribution rate of 2% of Compensation for the Plan Year, subject to the  conditions and limitations of the Plan."  2. Effective January 1, 2021, by deleting the final two sentences of Paragraph 4.l(b) of the  Plan, by substituting the phrase "Subject to Exhibit B" for the phrase "Subject to an applicable  Supplement" where such latter phrase appears in the first sentence of Paragraph 4.1(b) of the Plan, and  by substituting the following for the second and third sentences of Paragraph 4.l(b) of the Plan:  "Each Participant who was eligible to participate in a Prior Plan but did not have an  election to make Code Section 401(k) or Roth compensation deferrals on file under the  Prior Plan shall be deemed to have elected not to make any Pre-Tax or Roth  Contributions until he or she makes a contribution election under Subsection 4.1 or  Subsection 4.4, as applicable."  3. Effective January 1, 2021, by substituting the following for the first sentence of  





 






-2-         Paragraph 4.l(c) of the Plan:    "Notwithstanding any provision of the Plan to the contrary, if, and only to the extent,  provided for in Exhibit B, a Participant who is automatically enrolled pursuant to the  deemed Pre-Tax Contribution election described in Paragraph 4.l(a) above shall be  deemed to have elected to increase his or her Pre-Tax Contribution rate by one  percentage point effective each January 1; provided, that such automatic annual increase  shall not apply to the extent such increase would cause the Participant's Pre-Tax  Contribution rate, or the sum of his or her Pre-Tax Contribution rate and his or her Roth  Contribution rate to exceed 10%, subject to the conditions and limitations of the Plan."    4. Effective January 1, 2021, by substituting the following for the final sentence of  Paragraph 4.l(c) of the Plan:  "In addition, any Participant may make an affirmative election to participate in the  automatic annual increase and may further affirmatively elect to apply the automatic  annual increase to his or her Roth Contribution rate (if any) in lieu of his or Pre-Tax  Contribution rate."  5. Effective January 1, 2021, by adding the phrase "unless such contributions must be  made sooner in accordance with applicable law" immediately following the phrase "for which the  contribution is made" where such latter phrase appears in Paragraph 5.3(f) of the Plan.  6. Effective as of July 1, 2020, by substituting the following for Paragraph D-2 of  Appendix D of the Plan:  "D-2 Eligibility for Participant and Matching Contributions. Prior to July 1,  2020, each Sheet Metal Workers Local 265 Employee became a Participant with respect to Pre-  Tax, Roth, Catch-Up, Roth Catch-Up, and Matching Contributions on the first day of the  calendar quarter following his or her Employment or Reemployment Date or any day  thereafter; provided, however, that each such Employee who is a Seasonal Employee became a  Participant with respect to such Contributions on the first day of the calendar quarter following  the date on which he or she completed a Year of Eligibility Service or any day thereafter.  Between July 1, 2017 and July 1, 2020, no Sheet Metal Workers Local 265 Employee was  eligible to become a new Participant in the Plan. Sheet Metal Workers Local 265 Employees  who were Participants in the Plan as of July 1, 2017 shall continue to be eligible Participants,  until they no longer satisfy the requirements of the definition of Sheet Metal Workers Local  265 Employee above or otherwise fail to satisfy the applicable conditions of SECTION 3 to  remain a Participant in the Plan. Prior to July 1, 2020 , Sheet Metal Workers Local 265  Employees who previously were active Participants in the Plan, who no longer satisfied the  definition of Sheet Metal Workers Local 265 Employee above and other applicable conditions  of SECTION 3 and ceased to be an active Participant, and who thereafter again satisfied the  definition of Sheet Metal Workers Local 265 Employees above between July 1, 2017 and July  1, 2020, were not eligible to become an active Participant in the Plan as a result of satisfying  such definition. Effective as of July 1, 2020, each Sheet Metal Workers Local 265 Employee  





 






-3-           who was not already a Participant became a Participant with respect to Pre-Tax, Roth, Catch-  Up, Roth Catch-Up, or Matching Contributions on such date. Effective after July 1, 2020, each  Sheet Metal Workers Local 265 Employee who is not already a Participant shall become a  Participant with respect to Pre-Tax, Roth, Catch-Up, Roth Catch-Up, or Matching  Contributions on the first day of the calendar quarter following his or her Employment or  Reemployment Date or any day thereafter; provided, however, that each such Employee who is  a Seasonal Employee shall become a Participant with respect to Pre-Tax, Roth, Catch-Up, Roth  Catch-Up, and Matching Contributions on the first day of the calendar quarter following the  date on which he or she completed a Year of Eligibility Service or any day thereafter. "  7. Effective as of July 1, 2020, by substituting the following for the table in Paragraph D-3  of Appendix D of the Plan:  Number of Years of  Vesting Service    1 or less  more than 1 but less than 3  3 or more  Matching  Contribution Percentage  50%  75%  100%    8. Effective January 1, 2021, by substituting the phrase "Number of Years of Vesting  Service" for the phrase "Years of Plan Participation" where such latter phrase appears as the heading  of the first column in the schedule of Matching Contributions in Paragraph E-3 of Appendix E of the  Plan.  9. Effective January 1, 2021, by deleting the final sentence of Paragraph F-2 of Appendix  F of the Plan.  10. Effective January 1, 2021, by deleting Paragraph B-4(b) of Supplement B of the Plan    and by renumbering Paragraph B-4(c) of Supplement B of the Plan accordingly, and by deleting  Paragraph C-4(b) of Supplement C of the Plan and by renumbering Paragraphs C-4(c) and C-4(d) of  the Supplement C of the Plan accordingly.  11. Effective January 1, 2021 or as otherwise indicated in the Exhibit, by adding a new  Exhibit B to the Plan, in the form attached hereto, immediately after Exhibit A thereof.    [Signature follows on next page]  





 






-4-         * * *    IN WITNESS WHEREOF, this Amendment has been executed on behalf of the Benefits  Planning Committee, on behalf of the Company, this 31 day of December 2020.      FEDERAL SIGNAL CORPORATION  BENEFITS PLANNING COMMITTEE            /s/  Paul Wittig                          For the Federal Signal Corporation  Benefits Planning Committee