exv4w14



 







Exhibit 4.14




Thirteenth Amendment to

Alion Science and Technology Corporation

Employee Ownership, Savings and Investment Plan




     WHEREAS, Alion Science and Technology Corporation (the “Company”) maintains an Employee
Ownership, Savings and Investment Plan (the “Plan”) for the benefit of its Employees and Employees
of other Adopting Employers, which Plan was last amended and restated as of December 19, 2001; and



     WHEREAS, under Section 15.1 of the Plan, the Company has reserved the right to amend the Plan
at any time, in whole or in part, by action of its Board of Directors; and



     WHEREAS, the Board of Directors of the Company, pursuant to Section 15.1 of the Plan, has
delegated authority to amend the Plan to the undersigned officer, provided he determines that the
amendment would not materially increase costs of the Plan to the Company or any Adopting Employer;
and



     WHEREAS, the undersigned officer has determined that this Thirteenth Amendment to
Alion Science and Technology Corporation Employee Ownership, Savings and Investment Plan would
not materially increase costs of the Plan to the Company or any Adopting Employer; and



     WHEREAS, capitalized terms used and not defined herein shall have the meanings assigned to
such terms in the Plan.



     NOW THEREFORE, pursuant to the powers of amendment reserved under Section 15.1 of the Plan,
the Plan is hereby amended, as follows:



     1. Section 4.1(a) of the Plan is amended, effective as of May 6, 2006, by deleting the
entirety of Section 4.1(a) of the Plan, and substituting the following in lieu thereof:




“Except as otherwise provided herein and in Exhibit A to this Plan, a Participant may
authorize an Adopting Employer to reduce his or her Compensation on a pre-tax basis by an
amount equal to any whole percentage of Compensation that does not exceed twenty percent
(20%) and to have such amount contributed to the Plan as an Elective Deferral. Effective
October 1, 2002, the Elective Deferral contributions percentage is sixty percent (60%) for
each Pay Period. At the time amounts are contributed to the Plan as an Elective Deferral,
the Participant will designate the percentage (in increments of 1%) to be (i) held for
investment in the Participant’s ESOP Elective Deferral Account in accordance with Section
5.1(c) and (ii) otherwise invested in the Participants’ Non ESOP Elective Deferral Account
in accordance with Section 5.1(a). A Participant may elect to defer no more than eleven
percent (11%) of Compensation into the Participant’s ESOP Elective Deferral Account for each
Pay Period.”



     2. Section 5.1(c) of the Plan is amended, effective as of May 6, 2006, by deleting the
entirety of Section 5.1(c) of the Plan, and substituting the following in lieu thereof:




“Each Participant shall be entitled to designate the percentage (in multiples of one
percent) of his Elective Contributions that shall be invested in Common Stock under the ESOP
Component of this Plan, subject to the eleven percent (11%) limitation set forth in



 









 







Section 4.1(a). To the extent a Participant directs his Elective Contributions to be
invested under the ESOP Component, such contributions shall be accumulated in a short term
interest fund in the ESOP Component of the Plan and shall be converted to Common Stock on a
semi-annual basis using the Common Stock value as of the Valuation Date preceding or as of
the conversion date (whichever is lower), and shall then be allocated to the participant’s
ESOP Elective Deferral Account. Notwithstanding the foregoing, for the period of April 1,
2005 through September 30, 2005, to the extent a Participant directs his Elective
Contributions to be invested under the ESOP Component, such contributions shall be
accumulated in a short term interest fund in the ESOP Component of the Plan and shall be
converted to Common Stock as of the Valuation Date coincident with or next following the
date of receipt based on the Current Market Value of Common Stock as of the Valuation Date
coincident with or next following the date of receipt based on the Current Market Value of
Common Stock as of such Valuation Date or as of the preceding Valuation Date (whichever is
lower), and shall then be allocated to the participant’s ESOP Elective Deferral Account.
Notwithstanding the above, in the event the total Elective Deferrals directed to the ESOP
Component exceed five (5%) of the aggregate payroll expenses since December 20, 2002
(measured as of the end of each Plan Year) of the Company and each of the subsidiaries of
the Company (a) that is an Adopting Employer, and (b) substantially all of whose employees
are eligible to participate in the ESOP Component, the ESOP Committee may choose pursuant to
uniform and nondiscriminatory policies to redirect a portion of each Participant’s Elective
Deferrals that have been directed to the ESOP Component, and any interest credited to such
amounts, to the Participant’s non-ESOP Accounts. Such a reduction would be applied on a pro
rata basis to Elective Deferrals intended to be invested in the ESOP Component during such
period.”



[Signature follows on next page]




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     IN WITNESS WHEREOF, the Company has caused this Thirteenth Amendment to Alion Science and
Technology Corporation Employee Ownership, Savings and Investment Plan to be executed on its behalf
by the Chief Executive Officer of the Company as of the 28th day of April, 2006.



	 	 	 	 	 
	 	Alion Science and Technology Corporation

 	 
	 	/s/ Bahman Atefi
 	 
	 	By:  Bahman Atefi 	 
	 	Its:  Chief Executive Officer 	 
	 




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