YOUR. ESOP Summary Plan Description

Transcription

1 YOUR ESOP Summary Plan Description

2 TO OUR EMPLOYEES KeHE Distributors, Inc. ( Company ) maintains the KeHE Distributors, Inc. Employee Stock Ownership Plan ( Plan ) so that you and other employees may share in the Company s growth and have additional income at retirement. The benefits provided under the Plan are in addition to the benefits provided under any other retirement plan maintained by the Company. This document is called a Summary Plan Description. Its purpose is to explain your rights under the Plan. It is based upon the Plan provisions in effect on May 1, Different plan provisions may apply to events occurring prior to this date. You should carefully read this Summary Plan Description and keep it for future reference. This Summary Plan Description has been prepared as accurately as possible. It outlines the Plan, which is a complex and technical legal document. In the event of any difference between the Summary Plan Description and the Plan, the terms of the Plan will control. If you have any questions regarding the Plan or this Summary Plan Description, you should contact the Human Resources Department. KeHE Distributors, Inc. January 2012 OVERVIEW OF THE PLAN The Plan is a type of retirement plan known as an employee stock ownership plan. Under this type of Plan, the Company s contributions are invested primarily in Company stock. The Company maintains the Plan so that you may share in the Company s growth and have additional income for your retirement. If you are eligible for a contribution for a plan year, the Company may make a contribution to the Plan on behalf of you and other eligible participants. Your share of the Company contribution is credited to accounts in your name. Your accounts are invested with the other participants accounts in a trust fund (see the INVESTMENT OF YOUR ACCOUNTS section). Your accounts are adjusted for your share of the investment results (earnings, gains and losses). Your benefits from the Plan are the vested amounts in your accounts. When you leave the Company and become eligible for benefit payments, you will receive the full amount owed to you from your accounts. The vested amount in your accounts will depend on the amount of Company contributions made on your behalf, the change in value of the Company s stock, the investment performance of the other investments, and your years of service with the Company. You will not be taxed on the Company s contributions to the Plan, or on the investment earnings credited to your accounts, until these amounts are actually distributed to you from your accounts. You can further delay taxes by rolling over the taxable portion of your distribution to a traditional IRA or another employer s eligible retirement plan. See the TAX RULES THAT APPLY TO DISTRIBUTIONS OF BENEFITS section for more information.

3 KEY DEFINITIONS TO ASSIST YOUR UNDERSTANDING OF THE PLAN The Plan uses a number of terms to describe your rights and benefits. Here are some of the more important terms: Compensation means amounts paid to you through the Company s payroll system that are reported on IRS Form W-2. This includes regular pay, overtime pay, bonuses and commissions. But the following special rules apply: Your pay deferral contributions to the 401(k) Plan and your pre-tax contributions under any cafeteria plan maintained by the Company are included in your compensation Amounts paid to you before you became a participant are excluded. Severance pay is excluded. 401(k) Plan means the 401(k) plan sponsored by the Company in which you are eligible to participate. Hours of service are hours of employment with the Company that are counted for purposes of eligibility to participate in the Plan and vesting in your accounts. An hour of service includes: Each hour that you work and for which you are paid. Overtime hours are credited based on the number of hours actually worked, not the number of hours paid. Vacations, holidays and other hours that you do not work but for which you receive pay. -No more than 501 hours can be credited under this provision for a single continuous period of absence. Each hour for which you receive back pay. - You will not receive credit for more than 501 hours for a time period that you would not have been scheduled to work. Each hour of work you miss as a result of military service, provided you return to the Company while your rehire rights are protected by law. Plan year is the fiscal year of the Plan, which is May 1 through April 30. Retirement means a termination of employment with the Company after you satisfy one of the following: You attain age 65. You attain age 55 and have completed 15 years of service with the Company. After attaining age 59, if you are involuntarily terminated for reasons other than cause before May 1, Total disability means you have a mental or physical condition that makes you eligible to receive Social Security disability benefits. Vested service is the number of years of employment which is used to determine your vesting in your accounts. Your accounts will be fully vested after you have at least three years of vested service under the Plan. The calculation of your vested service is described in the Year of Vested Service subsection.

4 HOW TO BECOME A PARTICIPANT IN THE PLAN Who is Eligible All employees of the Company are eligible to participate in the Plan, except as follows: Employees who are represented by a union that has bargained with the Company regarding retirement benefits are ineligible to participate in the Plan, unless the collective bargaining agreement specifically provides for participation in the Plan. Employees who are retail store stockers are ineligible to participate in the Plan. Employees of Tree of Life Canada, ULC and Treehouse Vitamins, LLC are ineligible to participate in the Plan. Individuals who are not on the Company s payroll are ineligible to participate in the Plan even if they are performing services for the Company (for example, leased employees or independent contractors). When Participation Begins If you are an eligible employee, you become a participant in the Plan on the first February 1, May 1, August 1 or November 1 after you attain age 19 and complete one year of employment with the Company. A year of employment is the 12 consecutivemonth period beginning on your hire date. But if you do not have at least 1,000 hours of service during that period, you receive credit for a year of employment at the end of the first full plan year during which you have at least 1,000 hours of service.

5 CONTRIBUTIONS TO THE PLAN The Company may make a contribution to the Plan for each plan year. The contribution may be in cash or Company stock. The amount of the contribution and the type of contribution, if any, is in the Company s discretion. The Company may make a basic contribution as described in the BASIC CONTRIBUTIONS section and/or a seniority contribution as described in the SENIORITY CONTRIBUTIONS section. No contribution is required. After you become a participant, you will share in the Company s contribution for a plan year if you satisfy one of the following requirements: You are employed by the Company on the last day of the plan year and have at least 1,000 hours of service during the plan year; You terminate employment during the plan year as a result of your retirement; or You terminate employment during the plan year as a result of your total disability or death. Your share of the Company s contribution is credited to your accounts. See the YOUR ACCOUNTS IN THE PLAN section for more information. Basic Contributions After you become a participant, the Company may make a basic contribution on your behalf. Your share of the Company s basic contribution is generally based on the ratio of your compensation for the plan year to the total compensation of all participants sharing in the basic contribution for the plan year. Senority Contributions After you become a participant, the Company may make a seniority contribution on your behalf. Your share of the Company s seniority contribution is based on the ratio of your seniority points for the plan year to the total seniority points of all participants sharing in the seniority contribution. You will earn seniority points as follows: One point for each uninterrupted year of employment with the Company. One point for each $10,000 of compensation received in a plan year. Amounts of $5,000 or more are rounded up to the next whole number and amounts less than $5,000 are rounded down. For example, if you receive $24,000 of compensation in a plan year, you will be credited with two seniority points. If you receive $26,000 of compensation in a plan year, you will be credited with three seniority points.

6 YOUR ACCOUNTS IN THE PLAN When you become a participant in the Plan, a Company Stock Account and an Other Investments Account will be established in your name. The separate accounts are for bookkeeping purposes only. The operation of your accounts is explained below. VESTED INTEREST IN YOUR ACCOUNTS Vesting Rules The term vested refers to the amount in your accounts that cannot be taken away from you regardless of the reason or time that you leave the Company. The following rules are used to determine if you are vested : Amounts in your accounts are 100% vested if you have at least three years of vested service. (Note: Five years of vested service were required to become vested if you terminated employment with the Company before May 1, 2007.) Except as provided below, if you leave the Company before completing three years of vested service, the amounts credited to your accounts will be forfeited. You also will be treated as 100% vested in your accounts in the following situations: You are employed by the Company when you reach age 65. You are employed by the Company when you incur a total disability. You are employed by the Company when you die. Year of Vested Service You will receive a year of vested service for each plan year beginning on or after May 1, 2000 in which you are credited with at least 1,000 hours of service. This may include the plan year in which you are hired and the plan year in which you terminate employment. Forfeited Amounts Your accounts are forfeited if you terminate employment before you are 100% vested. The forfeiture will occur at the end of the plan year in which you terminate employment. Forfeitures from your accounts are reallocated to the accounts of participants who are eligible to share in the Company contribution for the plan year in which the forfeiture occurs.

7 INVESTMENT OF YOUR ACCOUNTS All participants accounts are invested together in a trust fund. The trust fund is invested by the trustee in Company stock and other investments: Your Company Stock Account is credited with your share of any Company stock that is purchased by the Plan or contributed to the Plan. Your Other Investments Account is credited with your share of Company contributions made in cash. Your Other Investments Account may be invested in other investments to the extent it is not used to purchase Company stock. Here is other information regarding the operation of these accounts: If the Plan purchases Company stock, it may use amounts credited to your Other Investments Account to pay part of the purchase price. The Company stock that is paid for using amounts from your Other Investments Account will be credited to your Company Stock Account. At the direction of the Company s Board of Directors, the trustee may borrow money to purchase additional shares of Company stock. The Company stock which is purchased with borrowed funds will be credited to a suspense account until the loan is repaid. As the loan is repaid, your share of the Company stock will be credited to your Company Stock Account in the same manner as Company contributions. Your accounts are adjusted each year for the investment results of the trust fund, as explained in the VALUATION AND ADJUSTMENT OF YOUR ACCOUNTS section.

8 DIVERSIFICATION OF COMPANY STOCK ACCOUNT As you become closer to retirement, you may be eligible to diversify the investment of your Company Stock Account. A portion of your Company Stock Account may be sold and, at your direction, the proceeds will be either distributed to you or transferred to the 401(k) Plan. After a transfer to the 401(k) Plan occurs, you may direct the investment of that amount among the various investment options made available under the 401(k) Plan. The following rules apply: You will be eligible to diversify a portion of your Company Stock Account during each of the five plan years that follow the plan year in which you attain age 55 and complete ten years of participation in the Plan. This six-year period is called the election period. (Because ten years of participation in the Plan are required, the earliest date that you will be eligible for this election is May 1, 2010.) During the first five years of the election period, you may diversify up to 25% of the shares credited to your Company Stock Account, minus the number of shares you elected to diversify in any prior year. For example, if during the first year of the election period you have 100 shares of Company stock credited to your account, you may elect to diversify up to 25 shares. If you are credited with an additional ten shares of Company stock in the second year of the election period, you may elect to diversify an additional 2½ shares (which will be rounded up to 3 whole shares) in the second year of the election period. If you had not diversified any shares in the first year of the election period, you would be permitted to diversify up to the full 28 shares of Company stock in the second year. During the last year of the election period, the number of shares you may elect to diversify is increased from 25% of the total shares of Company stock credited to your account to 50%. The option to diversify is only available if the total value of the shares of Company stock credited to your Company Stock Account exceeds $500 at any time during the election period. You may elect diversification of your Company Stock Account any time during the first 90 days of each plan year during the election period. The amount distributed to you or transferred to the 401(k) Plan is based on the value of the Company stock as of the end of the plan year ending immediately before your election is delivered to the plan administrator. The distribution or transfer to the 401(k) Plan of the amount you elect to diversify is made as soon as administratively feasible after your election is filed with the plan administrator and the value of the Company stock is determined. The amount transferred to the 401(k) Plan will be subject to the terms and conditions of the 401(k) Plan. It cannot be transferred back to this Plan.

9 VALUATION AND ADJUSTMENT OF YOUR ACCOUNTS The value of your accounts will be calculated as of each April 30 (the valuation date ). In addition to the Company contributions that are credited to your accounts, the following events will change the value of your accounts: Distributions If a distribution is made to you (as explained below), your accounts are reduced by the amount of the distribution. Investment Results As of each valuation date, the value of the Plan s investments will be determined as follows: An independent appraiser will determine the value of the Company stock. The value of the Company stock may increase or decrease and your account will be adjusted to reflect the new value. The Plan s recordkeeper will determine the value of your Other Investments Account. The value of the other investments may increase or decrease and your account will be adjusted to reflect the new value. Forfeitures If you resign or are dismissed before you are 100% vested in your accounts, you will not get the amount credited to your accounts. If you are not 100% vested, your accounts are forfeited and reallocated to the accounts of other participants as described in the VESTED INTEREST IN YOUR ACCOUNTS section above. When your active participation in the Plan ends, you will no longer share in the Company s contributions or forfeitures. But until you receive the full amount vested in your accounts, your accounts will continue to be adjusted for investment results and distributions.

10 VOTING OF COMPANY STOCK The trustee will generally vote all shares of Company stock held in the trust fund as directed by the Company s Board of Directors. However, you may direct the trustee to vote the Company stock in your Company Stock Account regarding certain major corporate transactions (for example, the sale of all the assets of the Company, the merger of the Company with another company, and certain changes to the Articles of Incorporation of the Company). If you have the right to vote shares credited to your Company Stock Account, you will be notified of this right at least 30 days before your vote is due. The notice will include all of the information the Company distributes to shareholders entitled to vote on the proposal. If you fail to provide the trustee with direction regarding how to vote the Company stock allocated to your account, the trustee will vote the shares of Company stock in your account. The trustee will also vote the Company stock that is held in the trust fund but has not yet been allocated to any participant s accounts.

11 DISTRIBUTION OF BENEFITS UPON TERMINATION OF EMPLOYMENT You are entitled to the vested amount in your accounts if you leave the Company for any reason other than your death. (See the VESTED INTEREST IN YOUR ACCOUNTS section for an explanation of vesting and the DISTRIBUTION OF BENEFITS UPON DEATH section for an explanation of benefit distribution after your death.) If your vested account balances are over $1,000, you have the option of requesting a distribution of benefits or maintaining your accounts in the Plan. The time when your distribution is made depends upon the reason you leave the Company. The following rules apply: If you terminate employment with the Company because of your total disability or retirement, you may request a distribution during the first plan year following the end of the plan year in which you terminated employment with the Company, or during any subsequent plan year. The distribution will begin as soon as administratively feasible after you request the distribution. If you terminate employment with the Company for any other reason, you may request a distribution during the sixth plan year following the end of the plan year you terminated employment with the Company, or during any subsequent plan year. The distribution will begin as soon as administratively feasible after the request is made. No payments will be made if you are rehired by the Company before payments begin. Exceptions to the above rules: If the Plan borrowed money to purchase Company stock, no distribution is generally required with regard to that Company stock until the loan is repaid. This limitation, however, does not apply to Company stock that was not purchased with the loan. If you terminated employment with the Company, federal law requires you to begin receiving your benefits by the April 1 after the calendar year in which you attain age 70½. If your vested account balances are $1,000 or less, you do not have the option of maintaining your accounts in the Plan. Your benefits will be distributed to you in a single lump sum payment during the plan year following the plan year in which you terminate employment with the Company. See the OTHER RULES THAT APPLY TO THE CASH-OUT OF SMALL BENEFITS section for more information. The amount distributed will be based on the value of your accounts as of the most recent April 30 valuation date before the distribution. The amount distributed is subject to income tax and may also be subject to a 10% excise tax. However, you may be able to delay taxes by rolling over the distribution to a traditional IRA or an eligible retirement plan. See the TAX RULES THAT APPLY TO DISTRIBUTIONS OF BENEFITS section for more information.

12 FORM OF DISTRIBUTION OF BENEFITS Distribution Method Your vested benefits will be paid in installment payments over a period of five years, unless you elect a longer period of distribution. DISTRIBUTION OF BENEFITS UPON DEATH Form of Payment Your benefits will be distributed in cash or other readily available funds. No Company stock is distributed. If you die, the vested amount credited to your accounts will be paid to your designated beneficiary. Designation of Beneficiary You may appoint one or more beneficiaries by completing and returning a beneficiary designation form to the Human Resources Department. You may change your beneficiary at any time by completing and returning a new beneficiary designation form to the Human Resources Department. If you have not named a beneficiary or your beneficiary predeceases you, payment will be made to your closest living family members. If you are married when you die, your spouse will be your sole primary beneficiary regardless of whom you have named in your beneficiary designation form. The only exception to this rule is if your spouse has previously given written consent to you naming a different or additional beneficiary. Your spouse s consent must be witnessed by a plan representative or by a notary public and will only apply to the specific beneficiary named in the consent. Death Before Benefit Payments Begin If you die before receiving any benefits and your vested account balances are over $1,000, your beneficiary may request a distribution during the first plan year after the plan year in which your death occurs or during any subsequent plan year. The distribution will begin as soon as administratively feasible after your beneficiary requests the distribution. The distribution will be made as described in the FORM OF DISTRIBUTION OF BENEFITS section. If you die before receiving any benefits and your vested account balances are $1,000 or less, your beneficiary does not have the option of maintaining your accounts in the Plan. Your beneficiary will receive a distribution in a single lump sum payment as soon as administratively feasible during the plan year following the plan year in which your death occurs. The amount distributed will be based on the value of your accounts as of the most recent valuation date before the distribution. Death After Benefit Payments Begin If you die while receiving your benefits in the form of installment payments (see the FORM OF DISTRIBUTION OF BENEFITS section), payments will continue to your beneficiary on the same schedule of installment payments until the vested amount in your accounts has been completely distributed. Tax on Distribution The amount distributed to your beneficiary is subject to income tax, but is not subject to the 10% excise tax. See the TAX RULES THAT APPLY TO DISTRIBUTIONS OF BENEFITS section for more information.

13 TAX RULES THAT APPLY TO DISTRIBUTIONS OF BENEFITS This section contains a general description of the tax rules that apply to benefit distributions from the Plan. But this description is not intended as tax advice. You should consult your tax adviser for specific information regarding the tax rules that apply to you. Income Tax on All Distributions All distributions from the Plan are taxable income unless you elect to roll over the distribution. Also, most distributions from the Plan are subject to 20% income tax withholding unless you make a direct rollover of your distribution to a traditional IRA or another eligible retirement plan. After you become eligible to receive a distribution of benefits, the Company will provide you with more detailed information concerning the 20% income tax withholding requirements and the mechanics of a direct rollover. Excise Tax on Certain Early Distributions If you receive a distribution from the Plan before age 59½, federal law imposes an excise tax equal to 10% of the taxable portion of the distribution in addition to regular income tax. The 10% excise tax is imposed unless one of the following exceptions applies: The distribution is rolled over to a traditional IRA or another employer s eligible retirement plan as a direct rollover or the distribution is rolled over within 60 days after you receive it. The distribution is made as a result of your termination of employment after reaching at least age 55. The distribution is made as a result of your death or total disability. The distribution is used to pay deductible medical expenses (medical expenses which exceed 7½% of your adjusted gross income). The distribution is made under a qualified domestic relations order.

14 OTHER RULES THAT APPLY TO THE CASH-OUT OF SMALL BENEFITS As previously indicated, if your vested benefits are $1,000 or less, you are required to receive a lump sum distribution of your vested benefits as soon as administratively feasible during the plan year following the plan year in which you terminate employment. But you still have two choices with regard to this distribution: Receive a cash distribution (less 20% for income tax withholding); or Elect a direct rollover to a traditional IRA or another eligible retirement plan. You will be provided an election form to make this choice. If you fail to timely complete the election form and return it to the Human Resources Department, you will receive a cash distribution (less the 20% for income tax withholding). APPEAL PROCEDURE You must file an application with the plan administrator to receive your benefits from the Plan. If your application is denied, in whole or in part, the plan administrator will give you written notice of the denial within 90 days after your claim is received, unless special circumstances require more time for processing the claim. If more processing time is required, the plan administrator will give you written notice of the extension before the initial 90-day period is completed. The extension will not be longer than 90 days from the end of the initial period. You may make a written request to the plan administrator for a review of your denial. Your written request must be made within 60 days after the mailing date of your notice of denial or the date you receive your first benefit payment, whichever applies. You must refer to the Plan provisions on which your request is based and state the facts you believe justify a reversal or modification of the plan administrator s decision. You may examine pertinent documents and submit pertinent issues in writing. You may have an authorized representative act for you in requesting a review. The plan administrator will review its decision denying benefits within 60 days after receiving your written request.

15 LEGAL ACTIONS You may not bring legal action to recover benefits under the Plan until: You submit an application for benefits to the plan administrator in accordance with the Plan; The plan administrator provides you with a written notice denying the claim, in whole or in part; You exhaust the appeal procedure above; and You exhaust all other appeals and remedies available under the Plan. No legal action may be brought more than two years after the date the plan administrator provides you with a written notice denying your application for benefits. REEMPLOYMENT AFTER TERMINATION OF EMPLOYMENT If you leave the Company and are later reemployed by the Company, the following rules apply to you: If you were a participant in the Plan, you are eligible to participate again as of your date of reemployment. If you were not a participant, your prior service may count in determining when you become eligible to participate in the Plan, depending on how long you were gone from the Company. Your former years of vested service will be restored if you had any vested benefits before you terminated employment or if you are reemployed within five years. The amount you forfeited will be restored to your accounts if you are reemployed within five years. REEMPLOYMENT AFTER QUALIFIED MILITARY SERVICE You have special rights if you leave the Company to perform qualified military service and are reemployed by the Company while your rehire rights are protected by federal law. Qualified military service includes service with the U.S. Armed Forces, the Army National Guard and the Air National Guard when on active duty for training, inactive duty training, or full-time Guard duty. If you leave the Company to perform qualified military service and are later reemployed while your rehire rights are protected by federal law, the Company will contribute to your accounts an amount equal to what would have been contributed if you were not in military service. The contribution will be made as soon as possible after you return to active employment with the Company.

16 ASSIGNMENT OF BENEFITS/QUALIFIED DOMESTIC RELATIONS ORDER Except pursuant to a qualified domestic relations order ( QDRO ) (see below), your benefits in the Plan may not be assigned. Further, except for the IRS, no one may impose a lien on your Plan benefits. If you become divorced, a portion of your vested benefits under the Plan may be assigned to your former spouse under the terms of a QDRO. A QDRO is a court order that usually relates to a property settlement in a divorce. Your former spouse will have the same distribution rights as are available to you under the terms of the Plan. The QDRO must satisfy certain legal requirements before it may be honored by the plan administrator. You may want to have the QDRO approved by the plan administrator before it is entered with the court. BENEFITS ARE NOT INSURED The Plan is not insured by the Pension Benefit Guaranty Corporation, a federal insurance agency, because Plan benefits are determined solely by the amount in your accounts and are not eligible for this insurance. ADMINISTRATION KeHE Distributors, Inc. is the plan administrator. The plan administrator is charged with the administration of the Plan. The plan administrator has the discretionary authority to decide all questions of eligibility for participation and eligibility for benefit payments and to determine the amount and manner of payment of benefits. The plan administrator will exercise its discretionary authority in a uniform and consistent manner, based upon the objective criteria set forth in the Plan. Further, the plan administrator has the discretionary authority to interpret the terms of the Plan. The plan administrator may delegate its duties to a committee, as appointed by the board of directors. TERMINATION OR AMENDMENT OF THE PLAN The Company intends to continue the Plan from year to year, but reserves the right to amend or terminate the Plan at any time. But because the Plan was established for the exclusive benefit of the Company s employees and their beneficiaries, the Plan s termination or amendment cannot subtract from your accounts as they exist when the amendment or termination occurs. You will have a 100% vested right to your accounts if you are employed by the Company when the Plan is terminated, regardless of your years of vested service. After paying the expenses of terminating the Plan, the remaining amounts in the Plan will be distributed to you and the other participants.

17 YOUR RIGHTS AS A PARTICIPANT As a participant in the KeHE Distributors, Inc. Employee Stock Ownership Plan, you are entitled to certain rights and protections under the Employee Retirement Income Security Act of 1974 ( ERISA ). Plan Information and Benefits ERISA provides that all plan participants are entitled to: Examine, without charge, at the plan administrator s office all Plan documents, including summary plan descriptions and a copy of the latest annual report (Form 5500 Series) filed by the Plan with the U.S. Department of Labor and available at the Public Disclosure Room of the Employee Benefits Security Administration. Obtain, upon written request to the plan administrator, copies of all Plan documents, including copies of the latest annual report (Form 5500 Series) and an updated summary plan description. The plan administrator may make a reasonable charge for the copies. Receive a summary of the Plan s annual financial report. The plan administrator is required by law to furnish each participant with a copy of this summary annual report. Obtain a statement of your accounts under the Plan and the vested portion of your accounts. If you are not fully vested, this statement will tell you how many more years you must work to become fully vested. This statement must be requested in writing and is not required to be given more than once every 12 months. The plan administrator must provide the statement free of charge. Plan Fiduciaries In addition to creating rights for plan participants, ERISA imposes duties upon the people who are responsible for the operation of the Plan. The people who operate the Plan, called fiduciaries of the Plan, have a duty to do so prudently and in the interest of you and other plan participants and beneficiaries. No one, including the Company or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining your benefits or exercising your rights under ERISA.

18 ENFORCEMENT OF RIGHTS If your claim for benefits under the Plan is denied or ignored, in whole or in part, you have a right to know why this was done, to obtain copies of documents relating to the decision without charge and to appeal any denial, all within certain time limits. See the APPEAL PROCEDURE section for further information. Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request materials from the plan administrator and do not receive them within 30 days, you may file suit in a federal court. In such a case, the court may require the plan administrator to provide the materials and pay you up to $110 a day until you receive the materials, unless the materials were not sent because of reasons beyond the control of the plan administrator. If you have a claim for benefits that is denied or ignored, in whole or in part, and if you have exhausted the appeal procedure available to you under the Plan, you may file suit in a state or federal court. In addition, if you disagree with the plan administrator s decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit in a federal court. If it should happen that the plan fiduciaries misuse the Plan s money, or if you are discriminated against for asserting your rights, you may seek assistance from the U.S. Department of Labor or you may file suit in a federal court. The court will decide who should pay court costs and legal fees. If you are successful, the court may order the person you have sued to pay these costs and fees. If you lose, the court may order you to pay these costs and fees, for example, if it finds your claim is frivolous.

19 Assistance with Your Questions If you have any questions about the Plan, you should contact the plan administrator. If you have any questions about this statement ( YOUR RIGHTS AS A PARTICIPANT ) or about your rights under ERISA, or if you need assistance in obtaining documents from the plan administrator, you should contact the nearest area office of the Employee Benefits Security Administration (formerly the Pension and Welfare Benefit Administration), U.S. Department of Labor, listed in your telephone directory or the Division of Technical Assistance and Inquiries, Employee Benefits Security Administration, U.S. Department of Labor, 200 Constitution Avenue N.W., Washington, D.C You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration at or accessing its website at OTHER BASIC INFORMATION ABOUT THE PLAN Name of Plan: KeHE Distributors, Inc. Employee Stock Ownership Plan Name, Address & Telephone Number of Plan Sponsor: KeHE Distributors, Inc. 900 N. Schmidt Road Romeoville, IL (630) Plan Sponsor s Identification Number: Plan Number: 006 Type of Plan: Employee Stock Ownership Plan Type of Administration: Self-Administered Plan Administrator: The Company Service of legal process may also be made on the plan administrator or the trustee. Name and Address of Trustee: First Bankers Trust Services, Inc. 70 W. Madison Street Suite 1400 Chicago, IL Fiscal Year of Plan: May 1 through April 30

20 KEHE EMPLOYEE STOCK OWNERSHIP PLAN KeHE Distributors 900 N Schmidt Road Romeoville, IL PDF updated February 2012