exv10w4





Exhibit 10.4




FIRST AMENDMENT

TO THE

TELEFLEX 401(k) SAVINGS PLAN




Background Information





	A.	 	Teleflex Incorporated (“Company”) maintains the Teleflex 401(k) Savings Plan (“Plan”) for the
benefit of its eligible employees and the eligible employees of its affiliated entities that
have elected to participate in the Plan and their beneficiaries.







	B.	 	Section 13.02 of the Plan authorizes the Financial Benefit Plans Committee (“Committee”) to
amend the Plan in accordance with its charter and bylaws.







	C.	 	In accordance with its delegated authority, the Committee desires to amend the Plan,
effective as of January 1, 2011, to provide that the nonvested portion of a participant’s
account balance will be forfeited as soon as administratively practicable after the
participant receives a distribution of the vested portion of his/her account balance.






First Amendment to the Plan





The Plan is hereby amended as set forth below effective as of January 1, 2011.




	1.	 	Section 4.03 of the Plan is hereby amended in its entirety to read as follows:







“4.03 FORFEITURE OCCURS. A Participant’s forfeiture, if any, of the nonvested
portion his Non-Safe Harbor Matching Contribution Account, Safe Harbor Matching Contribution
Account, Additional Matching Contribution Account, and/or Profit Sharing Contribution
Account shall occur under the Plan:




	 	A.	 	As soon as administratively practicable after the Participant
first incurs a Forfeiture Break-in-Service, or, if earlier and if applicable,







	 	B.	 	As soon as administratively practicable after the date the
Participant receives (or is deemed to receive) a “Cash-out Distribution,” as
defined in Section 4.06, of the Nonforfeitable percentage of his Non-Safe
Harbor Matching Contribution Account, Safe Harbor Matching Contribution
Account, Additional Matching Contribution Account, and/or Profit Sharing
Contribution Account as a result of his termination of participation in the
Plan in accordance with Section 4.06 below.







The Plan Administrator shall determine the percentage of a Participant’s Non-Safe
Harbor Matching Contribution Account, Safe Harbor Matching Contribution Account, Additional
Matching Contribution Account, and/or Profit Sharing Contribution Account forfeiture, if
any, under this Section 4.03 solely by reference to the vesting schedule of Section 4.01 or
as provided in Appendix D, if applicable. A Participant shall not forfeit any portion of
his Non-Safe Harbor Matching Contribution Account, Safe Harbor Matching Contribution
Account, Additional Matching Contribution Account, and/or Profit Sharing Contribution
Account for any other reason or cause except as expressly provided by this Section 4.03.”


 


 









 






	2.	 	The reference to “Section 4.03.A.” in Section 4.04 of the Plan, “Restoration of Forfeited
Portion of Account,” is hereby changed to “Section 4.03”.







	3.	 	The following new Section 4.06, “Cash-Out Distributions to Partially-Vested
Participants” is hereby added to the Plan:







“4.06 CASH-OUT DISTRIBUTIONS TO PARTIALLY-VESTED PARTICIPANTS. If, pursuant to
Article V, a partially-vested Participant receives a “Cash-out Distribution” before he
incurs a Forfeiture Break-in-Service, the Cash-out Distribution will result in a forfeiture
of the nonvested portion of the Participant’s Account balance derived from Employer
contributions as soon as administratively practicable. A partially-vested Participant is a
Participant whose Nonforfeitable percentage determined under Section 4.01 is less than 100%.
A Cash-out Distribution is a distribution of the entire present value of the Participant’s
Nonforfeitable Account Balance.




A “deemed” Cash-out Distribution rule applies to a 0% vested Participant. A 0% vested
Participant is a Participant whose Account balance is entirely forfeitable at the time of
his Severance from Employment. If the Participant’s Account is not entitled to an
allocation of Employer contributions or Participant forfeitures for the Plan Year in which
he has a Severance from Employment, the Plan Administrator will apply the deemed Cash-out
Distribution rule as if the 0% vested Participant received a Cash-out Distribution on the
date of the Participant’s Severance from Employment. If the Participant’s Account is
entitled to an allocation of Employer contributions or Participant forfeitures for the Plan
Year in which he has a Severance from Employment, the Plan Administrator will apply the
deemed Cash-out Distribution rule as if the 0% vested Participant received a Cash-out
Distribution on the first day of the first Plan Year beginning after his Severance from
Employment. For purposes of applying the restoration provisions of Section 4.04, the Plan
Administrator will treat the 0% vested Participant as repaying his Cash-out Distribution on
the first date of his re-employment with the Employer.”




	4.	 	All other provisions of the Plan shall remain in full force and effect.






	 	 	 	 	 
	 	TELEFLEX INCORPORATED

 	 
	 	By:  	/s/ Douglas R. Carl
 	 
	 
	 
	 	Date: December 30, 2010 	 




 


D-2