Exhibit 10.2


 


THE PEP BOYS SAVINGS PLAN


 


AMENDMENT 2009-1


 


Pursuant to the authority
reserved to it under Section 8.2 of The Pep Boys Savings Plan (the “Plan”), the Committee for the
Savings Plan (the “Committee”) hereby amends the Plan as follows:


 


1.                                       The definition of “Compensation” in Section 2.1
of the Plan is hereby amended to add the following to the end of the first
paragraph thereof:


 


“Effective for
Plan Years beginning after December 31, 2007, Compensation for purposes of
this paragraph shall not include any amounts that are excluded from the
definition of compensation set forth in section 415(c)(3) of the Code.”


 


2.                                       The definition of “Compensation” in Section 2.1
of the Plan is hereby amended to add the following to the end of the third
paragraph thereof:


 


“Compensation
for purposes of this paragraph shall include the following post-severance
compensation amounts if paid by the end of the Limitation Year that includes
the Employee’s termination of employment, or if later, 2-1/2 months after the
Employee’s termination of employment (the “Post Termination Period”) and if:


 


(i)            the payment is regular pay as
described in Treasury Regulation section 1.415(c)-(2)(e)(3)(ii); or


 


(ii)           the payment is for unused accrued
bona fide sick, vacation or other leave that the Employee would have been able
to use if employment had continued.


 


Any payments not described in the foregoing subsections (i) or (ii) shall
not be considered Compensation if paid after termination of employment, even if
they are paid within the Post Termination Period.”


 


3.                                       The definition of “Compensation” in Section 2.1
of the Plan is hereby amended to replace the reference to “$200,000” with “$230,000.”


 


4.                                       The definition of “Highly Compensated
Employee” in Section 2.1 of the Plan is hereby amended to add the
following to the end of subsection (d) thereof:


 


“Compensation
for purposes of this paragraph shall include the following post-severance
compensation amounts if paid by the end of the Limitation Year that includes
the Employee’s termination of employment, or if later, 2-1/2 months after the
Employee’s termination of employment (the “Post Termination Period”) and if:


 


(i)            the payment is regular pay as
described in Treasury Regulation section 1.415(c)-(2)(e)(3)(ii); or


 

















 


(ii)           the payment is for unused accrued
bona fide sick, vacation or other leave that the Employee would have been able
to use if employment had continued.


 


Any payments not described in the foregoing subsections (i) or (ii) shall
not be considered Compensation if paid after termination of employment, even if
they are paid within the Post Termination Period.”


 


5.                                       Section 5.4 of the Plan is hereby
amended to add the following to the end thereof:


 


“Compensation for purposes of this paragraph shall include the
following post-severance compensation amounts if paid by the end of the
Limitation Year that includes the Employee’s termination of employment, or if
later, 2-1/2 months after the Employee’s termination of employment (the “Post
Termination Period”) and if:


 


(i)            the payment is regular pay as
described in Treasury Regulation section 1.415(c)-(2)(e)(3)(ii); or


 


(ii)           the payment is for unused accrued
bona fide sick, vacation or other leave that the Employee would have been able
to use if employment had continued.


 


Any payments not described in the foregoing subsections (i) or (ii) shall
not be considered Compensation if paid after termination of employment, even if
they are paid within the Post Termination Period.  Only the first $230,000, as adjusted in
accordance with section 401(a)(17)(B) of the Code, of the amount otherwise
described in this Section shall be counted for Plan Years beginning January 1,
2008.


 


“Effective January 1,
2008, notwithstanding anything herein to the contrary, any Annual Additions
that are determined to be excess under this Section shall only be
corrected as permissible under applicable guidance, including the Employee
Plans Compliance Resolution System that is issued by the Internal Revenue
Service.”


 


IN
WITNESS WHEREOF, and as evidence of the adoption of this amendment
set forth herein, the Committee has caused this instrument to be executed this 11th
day of August, 2009.


 


 


	
   

  	
  /s/
  COMMITTEE FOR

  
	
   

  	
  THE
  PEP BOYS SAVINGS PLAN