Boeing Satellite Systems Retirement Plan

Transcription

1 Boeing Satellite Systems Retirement Plan Summary Plan Description 2008 Edition/Eligible Union-Represented Employees EAST 1553 and IBEW 2295 The summary plan description (SPD) for this Plan is this booklet and any summaries of material modifications (Updates). Updates are issued if the Company adds to or changes benefits in the Plan after the SPD is published. The Updates, if any, are incorporated at the end of this booklet. The content and delivery of this booklet are intended to comply with the Employee Retirement Income Security Act of 1974, as amended (ERISA). If there is any conflict between the information in this booklet and the official Plan document, the official Plan document will govern. Boeing Satellite Systems Retirement Plan 2008 Edition A14535W

2 Plan Highlights This booklet is a summary of the Boeing Satellite Systems Retirement Plan for Bargained Employees (Plan 061) (the Plan ). The provisions described in this booklet are effective January 1, 2008, unless otherwise noted. If you started your benefit or ended your employment before January 1, 2008, your benefits may differ from the benefits described in this booklet. Some information on prior retirement plans is provided in the appendix in the back of this booklet. You are encouraged to keep all benefit booklets from any prior plan in which you participated and to refer to them whenever you have questions about your prior retirement plan. When the Boeing Satellite Systems Retirement Plan for Bargained Employees was initiated on October 6, 2000, The Boeing Company acquired Hughes Space and Communications Company, Hughes Electron Dynamics, Inc., and Spectrolab, Inc. from Hughes Electronics Corporation to form Boeing Satellite Systems, Inc. At that time, the assets and liabilities for current and former employees of Hughes Space and Communications Company, Hughes Electron Dynamics, Inc., Spectrolab, and HRL Laboratories, Inc. who participated in the Hughes Bargaining Retirement Plan also transferred to this Plan. Since October 6, 2000, there have been several changes to this Plan. The Plan may be an important source of income for your future. Boeing Satellite Systems, Inc. funds the Plan. It is intended to work with The Boeing Company Voluntary Investment Plan (VIP) and the Social Security program to provide retirement income. You are encouraged to build on this base through your own personal savings and investments. Company, as used throughout this booklet, refers to Boeing Satellite Systems, Inc., a wholly owned subsidiary of The Boeing Company. Boeing, as used throughout this booklet, refers to The Boeing Company or any affiliate or subsidiary of The Boeing Company. Exhibit 1 Key Features of the Plan You generally are eligible to participate in the Plan if you are a member of a bargaining unit covered by a collective bargaining agreement providing benefits under this Plan. You begin participating in the Plan after you have completed 1,000 hours of service during your first 12 months of employment or any subsequent 12-month period starting with your anniversary date. The Plan has two parts: the contributory benefit and the noncontributory benefit. The Company makes all contributions to the noncontributory benefit. If eligible and you so choose, you and the Company make contributions to the contributory benefit. In general, noncontributory benefits are calculated based on your highest paid 5 years worked in the last 10 consecutive years and your years of benefit service. Contributory benefits generally are calculated using one of three formulas. The benefit you receive is based on the formula that provides you with the greatest benefit. You earn a right to pension benefits after you complete five years of vesting service (or after reaching age 65 while employed even if you have not completed five years of vesting service). Earning a right to pension benefits is known as vesting. You may receive your vested Plan benefit at age 65, or you may start receiving reduced benefits as early as age 55 if you are vested. Several payment options are available. There are many options that pay benefits monthly for your lifetime. Your pension benefits are insured, up to certain limits, by the Pension Benefit Guaranty Corporation, a U.S. Government agency. Notice of Company Rights The Company intends to continue this Plan; however, the Company reserves the right to suspend, amend, change, modify, or terminate any benefits described in this booklet, in whole or in part, at any time, and for any reason for employees, former employees, retirees, and their dependents and/or beneficiaries. Currently, the Company has delegated the authority to amend and administer the Plan to the Employee Benefit Plans Committee (the Committee ), appointed by The Boeing Company Board of Directors. As Plan Administrator, the Committee will apply the terms of the Plan and will, as appropriate, use its discretion in interpreting terms of the Plan when reviewing claims for benefits. Retirement Plan 2008 Edition A14535W Your Benefits i

3 The summary plan description booklet is not a guarantee of current or future employment or benefits. Receiving benefits under this Plan does not restrict the Company s rights to discharge any employee at any time. If you have questions about the information in this booklet, please call the Boeing Pension Service Center through Boeing TotalAccess at the telephone number listed below. Updates Periodically, the Company may add or change benefits in this Plan. If this happens, you will receive an Update describing the changes. Be sure to keep any Updates with this booklet Definition of Terms Key terms used throughout this booklet are in bold. You can find the definitions for these terms beginning on page 34. Contacting the Boeing Pension Service Center Through Boeing TotalAccess Boeing TotalAccess is your gateway to benefits information. You can access the Boeing Pension Service Center through Boeing TotalAccess at any time for many services. (See page 41 for a detailed description.) Boeing TotalAccess is available 24 hours a day, seven days a week on line and by telephone. On the Boeing Web (at work): log on to and click the TotalAccess tab. Then follow the links. On the World Wide Web: log on to and follow the links. By telephone: call TTY/TDD services are available at Self-service applications are available seven days a week, 24 hours a day. You must have your BEMS ID number (or Social Security number) and Boeing TotalAccess password when you use the World Wide Web or telephone. This booklet summarizes the terms of the Boeing Satellite Systems Retirement Plan for Bargained Employees. Every effort has been made to provide an accurate summary of the Plan, but in the event of a conflict between this summary and the official Plan document, the terms of the Plan will control. Copies of the Plan document are available at the cost of reproduction by sending a written request to The Boeing Company, 100 North Riverside, MC , Chicago, IL ii Your Benefits Retirement Plan 2008 Edition A14535W

4 Table of Contents Eligibility and Participation Participating Companies Participating Unions... 1 Who Is Eligible... 1 Noncontributory Benefit... 1 Contributory Benefit... 1 Who May Not Participate... 2 No Duplication of Benefits Your Responsibilities as a Plan Participant Your Responsibilities When Applying for Plan Benefits Noncontributory Benefit... 4 Vesting Service Uniformed Service Authorized Periods of Absence... 4 Benefits... 5 Maximum Benefit When You May Start Your Benefit Normal Retirement Early Retirement Late Retirement... 7 If Your Employment Ends If You Are Rehired If You Are Reemployed After a Break in Service Year Deferring Benefit Payments... 9 Preretirement Survivor Benefits... 9 Benefit Commencement Date Benefit Payments Single Life Annuity , 75, or 100 Percent Joint and Survivor Annuity Year Period Certain and Continuous Option Year Period Certain Benefit Year Period Certain Benefit Optional Lump-Sum Payment Spousal Consent If You Do Not Choose a Payment Method Payment of Small Benefits Contributory Benefit...14 Vesting Service Authorized Periods of Absence Uniformed Service Your Contributions Withdrawing Your Contributions Benefits Career Average Formula Minimum Benefit Formula Final Average Monthly Compensation Formula Cost of Living Adjustment Retirement Plan 2008 Edition A14535W Your Benefits iii

5 Maximum Benefit When You May Start Your Benefit Normal Retirement Early Retirement Late Retirement Special Rule of 75 Retirement Special Layoff Benefit If Your Employment Ends If You Are Rehired Vesting Service Following Rehire Deferring Benefit Payments Preretirement Survivor Benefits If You Die While Employed by the Company If You Die After Terminating Your Employment Benefit Payments Single Life Annuity , 66 2 /3, 75, or 100 Percent Joint and Survivor Annuity Five-Year Period Certain and Continuous Benefit Year Period Certain and Continuous Benefit Year Period Certain and Continuous Benefit Five-Year Period Certain Benefit Year Period Certain Benefit Year Period Certain Benefit Five-Year Temporary Modified Cash Refund Year Temporary Modified Cash Refund Year Temporary Modified Cash Refund Accelerated Income Option Optional Lump-Sum Payment Spousal Consent Payment of Small Benefits Circumstances That May Affect Your Benefits Qualified Domestic Relations Order Claim and Appeal Procedure Plan Amendment or Termination Special Disclosure Information Unions Contract of Employment Participant Rights and Protections Under ERISA Receive Information About Your Plan and Benefits Prudent Actions by Plan Fiduciaries Enforce Your Rights Assistance With Your Questions Definitions iv Your Benefits Retirement Plan 2008 Edition A14535W

6 Appendix Former General Dynamics Employees Benefits Vesting Service How Your Benefits Are Calculated Early Retirement Benefit Payment Options Preretirement Disability Benefits Death Benefits Other Heritage Benefits for Certain Employees Retirement Plan 2008 Edition A14535W Your Benefits v

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8 Eligibility and Participation To be eligible to participate in the Plan, you must be an employee at a participating company who is represented by a participating union listed below and who has satisfied the eligibility requirements explained in this section. Participating Companies The companies listed below participate in the Plan described in this booklet: Boeing Satellite Systems, Inc. Boeing Satellite Systems International, Inc. Boeing Space Systems International Company Boeing Space Systems International Service Company Spectrolab, Inc. Participating Unions You may be eligible to participate in this Plan if you are an eligible employee of the Company who is represented by one of the following unions: International Brotherhood of Electrical Workers (IBEW) Local 2295 Electronic and Space Technicians (EAST) Local 1553 Who Is Eligible To participate in the Plan, you must satisfy the eligibility requirements outlined in this section in addition to being employed by a participating company and represented by a participating union. The eligibility requirements differ for the noncontributory and contributory portions of the Plan. You begin participating in the Plan on the first day of the month coinciding with or following the date you satisfy all of the eligibility requirements. Noncontributory Benefit You are eligible to participate in the noncontributory benefit if you meet all of the following: You are a member of a bargaining unit covered by a collective bargaining agreement providing the noncontributory benefit under this Plan, and You completed 1,000 hours of service during your first 12 months of employment or any subsequent 12-month period starting with your anniversary date, and You are not an active or suspended participant in the contributory benefit, and You are an employee of Boeing Satellite Systems, Inc., or a participating subsidiary, on the U.S. payroll. Contributory Benefit You are eligible to participate in the contributory benefit if you meet all of the following: You are in a bargaining unit covered by a collective bargaining agreement and are not actively participating in the noncontributory benefit, and You completed 1,000 hours of service during your first 12 months of employment or any subsequent 12-month period starting with your anniversary date or completed 12 calendar months of service at Hughes, and You are an employee of Boeing Satellite Systems, Inc. or a participating subsidiary on the U.S. payroll, and Retirement Plan 2008 Edition A14535W Your Benefits 1

9 You were an acquired Hughes participant in the contributory benefit under this Plan on October 6, 2000, and You elected in writing to participate in the contributory benefit. You are a member of Electronic and Space Technicians, Local 1553, were hired before November 2, 1991, became eligible to participate before May 4, 1992, and elected to participate in the contributory benefit before April 15, 1992, or You are a member of the International Brotherhood of Electrical Workers, Local 2295, became eligible to participate before August 3, 1992, were hired before May 1, 1992, and elected to participate in the contributory benefit before July 15, 1992, and If you would be eligible for the contributory benefit except that you do not elect in writing to participate in the contributory benefit, you automatically are eligible to participate in the noncontributory benefit. If you voluntarily leave the Company before you have started your benefit and you are rehired by the Company, you will not be able to rejoin the contributory benefit, but you may participate in the noncontributory benefit if you satisfy the eligibility requirements. However, if you were participating in the contributory benefit and you were laid off, you will become eligible for the contributory benefit upon being recalled from layoff as long as You are recalled from the Company within 60 months of the layoff date, and You did not make an election to participate in the noncontributory benefit, and You meet all the other eligibility requirements for the contributory benefit, and Your layoff was not the result of a divestiture. Who May Not Participate You are not eligible to participate in the Plan if any of the following apply to you: You are not part of a bargaining unit covered by a collective bargaining agreement that participates in this plan. You are a nonresident alien working for the Company, and you have no earned income from the Company for work performed in the United States. You are working in a capacity that, at the sole discretion of the Plan Administrator, is considered a nonemployee, even if a court or administrative agency determines you are a common-law employee. Common-law employees include independent contractors, contract labor, consultants or advisers, leased employees, directors, or any person not paid directly through the payroll department. You accrue a benefit under any other defined benefit or money purchase pension plan maintained by a member of the Company s controlled group or by ULA (or would accrue a benefit but for a limitation on benefit accruals). You are an employee of an affiliate or subsidiary of The Boeing Company for which the Plan has not been approved. No Duplication of Benefits You may not receive benefits from both the noncontributory and the contributory benefits for the same period of service. Your Responsibilities as a Plan Participant As a Plan participant, you have certain responsibilities, including understanding your benefits and how to apply for them. Additionally, you need to keep Boeing informed of your current address because it may be necessary for Boeing to contact you from time to time on matters relating to your pension benefit. Boeing TotalAccess, your gateway to benefits information, can help you. You may access Boeing Pension Plans Online through Boeing TotalAccess where you can Find information on Plan benefits. Request an estimate of your benefit or a benefit statement. Request a benefit commencement package, which includes the Commencement Election form you will need to begin your benefit payments. 2 Your Benefits Retirement Plan 2008 Edition A14535W

10 You may also call the Boeing Pension Service Center through Boeing TotalAccess and follow the prompts to obtain information from Boeing Pension Service Center representatives who can provide you with confidential information about your pension benefit. If they cannot answer your question immediately, they will research the issue and contact you when they have an accurate answer. To use Boeing TotalAccess, you need your BEMS ID number (or Social Security number) and your Boeing TotalAccess Password. If you lose your password, contact Boeing TotalAccess on line, or by telephone, and follow the prompts. See Exhibit 6, on page 41, for contact information. When you become eligible to receive a pension benefit (see When You May Start Your Benefit, on page 6), you will be responsible for contacting the Boeing Pension Service Center through Boeing TotalAccess to request the forms to begin your benefit payments. Your Responsibilities When Applying for Plan Benefits It is your responsibility to apply for Plan benefits. Generally, you may request, on line or by telephone, your benefit commencement package as early as 90 days before, but no later than the first of the month before, your planned benefit commencement date. Your benefit commencement date is the first day of the month in which you want benefits after you terminate your employment. Follow these steps to apply: 1. Request your benefit commencement package. You may request your benefit commencement package up to 90 days before your benefit commencement date. You may request your package in one of two ways: Log on to (on the Boeing Web) or (on the World Wide Web) using your BEMS ID number (or Social Security number) and your Boeing TotalAccess password. Call the Boeing Pension Service Center by calling Boeing TotalAccess and follow the prompts. Your benefit commencement package will be mailed to your address of record. You will need to provide: Your BEMS ID number or Social Security number. Your Boeing TotalAccess password. The name and date of birth of your spouse, if applicable. 2. Review your benefit commencement package. The Boeing Pension Service Center will mail your benefits commencement package to your address of record. Carefully read through the materials in your benefit commencement package as soon as possible. You may need to allow time to gather documentation, such as proof of marriage and age for you and your spouse, if applicable. Depending on the form of payment you choose, you may need your spouse s consent, which will require your spouse s signature to be notarized by a notary public. If you have any questions, call the Boeing Pension Service Center immediately to avoid processing delays. 3. Return your completed forms and documentation. You must complete the required forms and return them, along with any requested documentation, according to the instructions in your benefit commencement package for payments to begin as scheduled. The forms must be received by the Boeing Pension Service Center before your benefit commencement date (for example, completed and signed need to be received by June 1 for a July 1 benefit commencement date), or your benefits may be affected. If you change your mind about commencing your pension or want to delay receiving your pension payments, you must notify the Boeing Pension Service Center in writing. The written notification must be received before your benefit commencement date. When you are ready for payments to begin, you must call the Boeing Pension Service Center to begin the process again. Note: Active employees must process their voluntary termination before pension payments can begin. Log on to Boeing TotalAccess ( click My Work, and under Work Visibility and Actions, click Voluntary Termination and follow the instructions. Employees on a leave of absence should coordinate with their leave of absence focal. If you need assistance, call Boeing TotalAccess at Retirement Plan 2008 Edition A14535W Your Benefits 3

11 Noncontributory Benefit If you are a participant in the noncontributory benefit, this section applies to you. For information about the contributory benefit, see the section beginning on page 14. Vesting Service Your years of vesting service determine if and when you are entitled to a benefit from the Plan. You begin earning vesting service as soon as you are hired by the Company or any member of the Boeing controlled group (your past service under the Hughes Non-Bargaining Retirement Plan before October 6, 2000, also counts) You earn vesting service as follows: For periods of service before December 1, 1996, you earn one year of vesting service for each 53-week period, ending with the week of the anniversary of your date of hire in which you earn at least 1,000 hours of service. For periods of service from December 1, 1996 and later, you earn a year of vesting service for each 12 months of service, measured in months and days from the anniversary of your date of hire. You are vested when you complete five years of vesting service, or if you are an employee on the day you turn 65 even if you have not completed five years of vesting service. Once vested, you are entitled to a benefit even if you leave the Company before you actually start your benefit. Of course, if you are vested and come back to work for the Company you will continue to be vested in the undistributed Plan benefits you earned previously. If you leave the Company before you are vested and then return to work, you may be able to get credit for the vesting service earned before you left the Company. It all depends on how soon you are reemployed and whether or not you have five consecutive break in service years. See If You Are Reemployed After a Break in Service Year, on page 8, for more information. Uniformed Service If you take a leave because you enter the U.S. uniformed services (including the military, National Guard, and the Commission Corps of the Public Health Service) and have reemployment rights under the Uniformed Services Employment and Reemployment Rights Act (USERRA), the time you spend in the U.S. uniformed services will be used to calculate vesting and benefit service under the Plan, in accordance with applicable law. You must meet the requirements of USERRA, including notice to Boeing, and return to employment within the prescribed time periods. For more information about how service in the uniformed services affects your pension benefit, call the Boeing Pension Service Center through Boeing TotalAccess. Authorized Periods of Absence If you are on a leave of absence, your vesting service and benefit service may continue for a period of time. In general, you may accrue up to one year of vesting service for each leave of absence or layoff. If you are an active employee with a subsidiary or joint venture, you will accrue vesting service for the duration of that service with the subsidiary or joint venture. You earn a month of benefit service for any month you work at least one hour for which you receive pay from the active Company payroll; complete calendar months on a leave of absence are excluded from the benefit service accrual. You also earn benefit service for either of the following: Time for which you are entitled to back pay as awarded or agreed to by the Company. Approved vacation, holiday, or jury duty. If you return to work for at least one day and subsequently take the same or different leave of absence, you may earn another period of benefit service and vesting service for your second leave of absence. Vesting service and benefit service begin accumulating again according to Plan rules on the date you return from a leave of absence. 4 Your Benefits Retirement Plan 2008 Edition A14535W

12 Two leaves of absence are considered to be consecutive if you do not return to work between the date the first leave ends and the second leave begins. Consecutive leaves of absence will be treated as a single leave. This enables you to earn the maximum amount of vesting service and benefit service allowed by the Plan. Your service is counted from the first day of your first leave of absence. If your employment terminates during a leave of absence, your vesting service and benefit service will stop on your termination date. Benefits The first step is to calculate your final average monthly compensation, as follows: The Plan uses an average of the highest-paid 5 years worked in the last 10 consecutive years (measured in 12-month periods from the date of your separation from service), or If you were not employed for at least 5 years, the Plan uses an average of your actual years of employment. Special rules apply to certain former Hughes Missile Systems Company and General Dynamics Corporation employees compensation. Call the Boeing Pension Service Center through Boeing TotalAccess for more information. Generally, only compensation you earn while you are an eligible employee is used in calculating your final average monthly compensation. Your benefit beginning on your normal retirement date under the noncontributory benefit formula is then determined as follows: Step 1 Noncontributory Benefit Formula 1½ % (0.015) times final average monthly compensation times your years of benefit service (up to 35 years) minus Step 2 6/10 % (0.006) times the lesser of your covered compensation or final average monthly compensation times your years of benefit service (up to 35 years) plus Step 3 ½ % (0.005) times your final average monthly compensation times your years of benefit service in excess of 35 years. The formula determines your monthly benefit payable on your normal retirement date in the form of a single life annuity paying monthly income for your lifetime. The monthly benefit amount is generally reduced ½ percent (.005) for every month you retire before your normal retirement age (age 65). Your monthly benefit will not be reduced for early retirement if you are age 62 and have at least 10 years of continuous service. Your monthly benefit will be adjusted further if you receive a payment option other than the single life annuity. See Early Retirement, on page 7, and Benefit Payments, on page 10, for more information. Retirement Plan 2008 Edition A14535W Your Benefits 5

13 Here is an example of how your benefit is calculated. Noncontributory Benefit Example* Assume you retire at age 65 after participating in the Plan for 38 years. Your five highest years of annual pay in the last 10 consecutive years of employment were: $49,000 $51,000 $53,000 $55,000 $57,000 The five years of pay add up to $265,000. If you divide this by five, your average annual pay for these five years is $53,000. Therefore, your final average monthly compensation is $53,000 divided by 12, or $4, Using that figure, here is how your monthly benefit is calculated: Step 1: 35 years x x $4, = $2, Step 2: Minus 35 years x x $4,271 = $ Total monthly benefit = $1, The figure $4,271 in the formula above is your covered compensation amount. If the covered compensation amount is greater than the final average monthly compensation amount, final average monthly compensation is used in this calculation instead of covered compensation. In addition, because you retired with more than 35 years of benefit service, you would receive an additional monthly benefit. For example purposes, assume you worked for 38 years, three years beyond your 35th Company anniversary. Here is the calculation example: Step 3: 3 years x x $4, = $ An extra $66.26 per month would be added to your retirement pay to determine your total monthly benefit. Step 1 and Step 2 total = $1, Step 3 total = $ Monthly benefit = $1, *This example is for illustrative purposes only. Maximum Benefit There are maximum limits under Federal law on the benefits the Plan can provide. You will be notified in the event that you are affected by these limits. When You May Start Your Benefit Generally you cannot start a benefit before you terminate employment from the Company. The Plan offers you the flexibility of choosing when you can retire. You may choose Normal retirement at age 65, Early retirement between ages 55 and 65, or Late retirement if you retire after age 65. Here is a closer look at each option. 6 Your Benefits Retirement Plan 2008 Edition A14535W

14 Normal Retirement Normal retirement is age 65. Your normal retirement date is the first day of the month on or following your 65th birthday. You may start your benefit before or after your normal retirement date, depending on your age and years of service. These provisions are described in the following sections. Early Retirement You are eligible for early retirement the first of the month following your 55th birthday. Remember, you are vested after you have completed five years of service. If you separate from service and you begin receiving a benefit before age 65, your monthly benefit will be reduced. This is because you will be starting benefits earlier, and it is expected that you will be receiving them longer. The reduction will be ½ percent for every month you retire before your normal retirement age (6 percent per year). Your benefit will not be reduced if you are age 62 when you retire and have 10 years of continuous service when you start your benefit. Late Retirement If you continue to work beyond age 65, the Plan provides for a late retirement benefit. This benefit is calculated the same way as a normal retirement benefit. It starts on the first day of the month after your termination date or in the year after you turn age 70½, whichever happens first. If You Continue Working After Age 65 If you continue working full-time for the Company after age 65, you will continue to earn benefit service under the Plan. You will experience what the U.S. Department of Labor considers a suspension of benefits. This means your benefits generally will not begin until you start your benefit or reach age 70½, whichever occurs first. Age 70½ Distribution Date Benefits under the Plan must begin as of April 1 following the calendar year in which you reach age 70½, even if you are still working for the Company. This is known as the age 70½ distribution date. If you are an active employee on your age 70½ distribution date, you will begin receiving a monthly benefit equal to your total years of benefit service and total current final average earnings, payable in the form of a single life annuity. If you continue to work past your age 70½ distribution date, you will continue to earn benefit service. Each January 1, your benefit will be recalculated to reflect the benefit service you earned during the prior year, and to reflect the payments you have received since your age 70½ distribution date. If your benefit increases due to this annual recalculation, you will receive the greater benefit. If the net effect of this recalculation would reduce your benefit, there will be no change in your benefit payment amount. When you start your benefit, you may elect to receive the remainder of your benefit payable in any form of payment available under the Plan. Your benefit after retirement will be adjusted by any amounts previously paid. If you die while actively employed by the Company, your spouse (if you have one) will automatically receive a monthly benefit equal to a 100 percent joint and survivor annuity option, calculated as if you had terminated employment on the first day of the month following the date you die and commenced benefits in that form. If you are single, or if you are married and your spouse consents to your election, you may elect another form of benefit to be payable to your beneficiary in the event you die while actively employed by the Company. The benefit payable to your beneficiary will be calculated as if you had terminated employment on the first day of the month following the date you died and may be subject to any actuarial adjustment applicable to such form of benefit. Before you become eligible for an age 70½ distribution, the Plan Administrator will notify you about the forms of payment for which you are eligible and the amount of your benefit. If you have any questions about how late retirement may affect your benefit, contact the Boeing Pension Service Center through Boeing TotalAccess. Retirement Plan 2008 Edition A14535W Your Benefits 7

15 If Your Employment Ends If you stop working after you reach age 55 and are vested, you may be eligible to begin receiving your pension benefit before your normal retirement date. You will need to complete an application stating when you would like your benefit to begin. If you decide you want to receive your benefit before your normal retirement date, your monthly benefit will be actuarially reduced for each month before your normal retirement date. This reduction occurs because you will be receiving benefits for a longer period of time. However, your benefit will not be reduced if you leave the Company after age 62 and have 10 years of continuous service. You must commence your benefit no later than the first of the month after you reach age 65. If you continue to work past age 65, then you must commence your benefit immediately following termination. [Refer to section on late retirement and post age-65 deemed suspension.] If you stop working before you reach age 55 and are vested, you are considered a vested terminated participant. You will be eligible to receive a benefit as soon as you reach age 55, which may be reduced for each year your benefits begin before normal retirement age. You may elect a benefit payment option from those explained on page 9. If you stop working for the Company before age 65 and you are not yet vested, you will forfeit any unvested benefits once you have five consecutive break in service years. If You Are Rehired If you leave the Company and are rehired, you may be allowed to resume participation in the Plan if you meet one of the following criteria. If you were participating in the Plan when you left the Company, you will be eligible for the noncontributory benefit as soon as you return to work. If you did not yet have a year of service when you left the Company and were not yet participating in the Plan, you may be eligible to participate in the noncontributory benefit if you are reemployed. You will be eligible after you satisfy the eligibility requirements listed on page 1. If you were a participant in the noncontributory benefit when you left the Company, you will only be eligible to participate in the noncontributory benefit. If you retire and later come back to work for the Company, your monthly benefit payments will stop during any month in which you work 40 or more hours. The Department of Labor treats this as a suspension of benefits. Your monthly benefits will not stop if you work fewer than 40 hours per month. When you come back to work, you may begin earning benefit service in the noncontributory benefit. When you retire again, your monthly benefit will be recalculated to reflect your additional service. It will also be adjusted for benefits you had already received. Payments will resume no later than the first day of the third calendar month after you leave full-time employment. If You Are Reemployed After a Break in Service Year If you were fully vested when you left the Company, you are always vested even if you later have a break in service. If you leave the Company before you are vested and have fewer than five consecutive break in service years when you are reemployed, you receive credit for your prior vesting service. If you leave the Company before you are vested and have five or more consecutive break in service years, your prior vesting service no longer counts. If you come back to work for the Company, you will start over again earning vesting service. 8 Your Benefits Retirement Plan 2008 Edition A14535W

16 Deferring Benefit Payments You may choose to delay receiving your benefits after you leave the Company, although payments must begin no later than the first day of the month after you reach age 65. If you delay, you must contact the Boeing Pension Service Center through Boeing TotalAccess to initiate payments at least 90 days before the date you want to begin receiving benefit payments. You should carefully consider the consequences of whether to start your benefits now versus later. In deciding whether to defer your benefits, you should consider factors such as the following: Reductions in the monthly benefit for starting your benefit early, Actuarial subsidies for starting your benefit early, Taxes that you might owe on your benefits, If you could satisfy the age 62 and 10 years of continuous service provisions (see Early Retirement on page 7), Survivor options and the ability to designate a beneficiary, and Anticipated life expectancy. For example, if you start your benefit now, you will likely pay income taxes now. Also, the amount of your monthly benefit may be reduced to reflect the starting of your benefit early (see page 7). If you defer your benefit, you will delay paying income taxes, although you might lose the value of an early retirement subsidy. You should also consider how benefits will be paid if you die before starting your pension (see below). For example, preretirement death benefits are generally payable to a surviving spouse in annuity form. There is no preretirement death benefit for an unmarried participant. If you are unmarried, then once you start your benefit you will be able to elect an optional form that provides a monthly benefit to your nonspouse beneficiary. Preretirement Survivor Benefits If you are fully vested, married, and die before starting your benefit, your surviving spouse will receive a benefit from the Plan if you die While still employed by the Company, or After leaving the Company but before your benefit commencement date. The death benefit works this way: If your death occurs on or before you are eligible for early retirement (before age 55) and you are fully vested, your spouse will receive a monthly payment beginning the first of the month following the date of your 55th birthday. This payment is equal to 50 percent of the amount you would have received if you separated from service on the date of your death, survived to age 55, retired, and elected the 50 percent joint and survivor option and died immediately afterward. If your death occurs after you become eligible for early retirement (age 55 or after) and you are fully vested, your spouse will receive a monthly payment beginning the first of the month following your death. This payment is equal to the amount you would have received if you retired the day before your death and had elected the 100 percent joint and survivor option. Monthly payments will then continue for the rest of your spouse s life. If you are unmarried and die before you start your benefit, there will be no benefits payable from the Plan. Retirement Plan 2008 Edition A14535W Your Benefits 9

17 Benefit Commencement Date Your benefit commencement date is the first day of the month that you designate. If you have terminated employment, your benefit commencement date can be no later than the first of the month after you reach age 65. If you continue to work for the Boeing controlled group past age 65, your benefit commencement date will be the first of the month after you terminate employment. In any case, for your retirement commencement election to be effective, you must survive to your benefit commencement date. If you should die after electing to start your benefit but before your elected benefit commencement date, your benefit election is not effective. In that case, your spouse will be entitled to the preretirement death benefit. Benefit Payments The payment methods available under this plan include A single life annuity. A 50, 75, or 100 percent joint and survivor annuity. 10-year period certain and continuous benefit. 10- or 15-year period certain benefit. Optional lump sum-payment for benefits under $15,000. All optional forms of payment are the actuarial equivalent of the single life annuity and are based on your age and the age of your spouse or beneficiary (if applicable) and the interest rate used by the Plan at the time you start your benefit. Before you start your benefit, you will receive an explanation of all available payment options along with their impact on your retirement benefit so you can make your decision. To request this information and the necessary application forms, call the Boeing Pension Service Center through Boeing TotalAccess before you plan to start your benefit. Single Life Annuity Under this payment method, you will receive a monthly benefit payment that will continue for the rest of your lifetime. No benefit payments are made after your death. If you are single when you start your benefit, this is the default election. You may choose another form of payment before your benefit commencement date. If you are married and want to elect this option, you must have your spouse s written consent. Your spouse must sign the spousal consent section of the Commencement Election form and have it witnessed by a notary public. 50, 75, or 100 Percent Joint and Survivor Annuity Under this payment method, you receive a reduced lifetime benefit. After your death, your spouse (or other beneficiary) will receive a percentage of your monthly amount for life. The percentage will be whichever amount you specified when you started your benefit: 50, 75, or 100 percent. Because the Plan is paying a benefit over the lifetimes of two people, the initial monthly benefit amount is smaller than it would be if it were paid as a single life annuity. This reduction is in addition to any other type of reduction that may apply to your monthly benefit payment, such as an early retirement reduction. The reduction is based on the difference between your age and your spouse s age, as shown in Exhibit 2. If you are married when you start your benefit, the normal form of payment is a joint and survivor annuity. The benefit that will be paid to your spouse after your death will be 50 percent of the amount you had been receiving and will be paid until his or her death. You may choose another form of payment before your benefit commencement date only if your spouse consents to this election. Otherwise, the law requires the Plan to pay your benefit in the form of a 50 percent joint and survivor annuity. 10 Your Benefits Retirement Plan 2008 Edition A14535W

18 Exhibit 2* Below are sample monthly payments for you and your spouse, assuming you start your benefit when you are age 65. These amounts are for illustration only and may not reflect your actual payment. Method Monthly Amount to Retiree for Life Monthly Amount to Spouse* After Retiree s Death Single life annuity $1, $0 Joint and survivor annuity 50% option 75% option 100% option $ $ $ $ $ $ *For illustration purposes, this assumes you named your spouse as your beneficiary. 10-Year Period Certain and Continuous Option You will receive a monthly benefit for your lifetime but for no less than a guaranteed period of 10 years. After the 10-year period, payments will continue as long as you live. If you die before the end of the 10-year period, your beneficiary will receive the monthly payments for the remainder of this period. 10-Year Period Certain Benefit A total of 10 years of monthly payments will be paid in 119 payments (the last two monthly payments will be combined). If you should die before all payments have been made, your beneficiary will receive the remaining monthly payments. If you live longer than 10 years, payments will stop at the end of 10 years. 15-Year Period Certain Benefit A total of 180 monthly payments (15 years) will be paid. If you should die before the 180 payments have been made, your beneficiary will receive the remaining monthly payments. If you live longer than 15 years, payments will stop at the end of the 15 years. Optional Lump-Sum Payment If the actuarial value of your benefit is $15,000 or less (including any benefit under the contributory portion and/or General Dynamics Plan, if applicable), you may choose to receive it in one lump-sum payment. Generally, you may defer income taxes on this distribution by rolling it over into another qualified retirement plan or certain IRAs. If you do not elect a direct rollover, your payment will be subject to a mandatory 20 percent tax withholding, and you may owe additional taxes. For more information, see Eligible Rollover Distributions, beginning on page 13. Spousal Consent If you are married and choose any payment option other than the 50 percent joint and survivor option discussed above, you must have your spouse s written notarized consent. You must have your spouse s written, notarized consent on the Commencement Election form to elect the following options. Single life annuity. 75 percent and 100 percent joint and survivor annuities. 10-year period certain and continuous benefit options. 10- and 15-year period certain benefit options. Optional lump-sum payment. Retirement Plan 2008 Edition A14535W Your Benefits 11

19 If You Do Not Choose a Payment Method If you do not specify a payment method on the Commencement Election form before you start your pension, and You are single; you automatically will receive a single life annuity. If you are married, you automatically will receive benefits according to the 50 percent joint and survivor annuity option. Payment of Small Benefits If the total value of your benefit (or your surviving spouse s preretirement survivor benefit) is $5,000 or less when you (or your surviving spouse) are eligible to receive it, the plan automatically will pay you a lump sum. For purposes of applying this limit, noncontributory and contributory benefits under this plan are aggregated. See below for details on rolling over immediate lump-sum distributions. 12 Your Benefits Retirement Plan 2008 Edition A14535W

20 Eligible Rollover Distributions For Payment of Small Benefits, Immediate Lump-Sum Payments, and Some Period Certain Benefits Only You or your beneficiaries (your surviving spouse, nonspouse beneficiary, or former spouse under a qualified domestic relations order) may roll over certain eligible rollover distributions (lump-sum payments, period certain benefits for less than 10 years, and temporary modified cash refund benefits for less than 10 years) from the Boeing Satellite Systems Retirement Plan to another employer s qualified plan (including 401[a], 403[a], certain governmental 457[b] plans, or 403[b] annuity contracts) or to an individual retirement arrangement (IRA), if the plan or IRA accepts rollover amounts. Under Federal law, plans are not required to accept rollovers; therefore, you must check to find out whether the new plan receives rollovers. Amounts rolled from one type of plan to another may be subject to different distribution restrictions and tax rules after the rollover. You may also be able to do a rollover to a Roth IRA, if you determine that your adjusted gross income is below $100,000. An amount rolled over to a Roth IRA is subject to income tax (unlike other rollovers). However, it is not subject to the 10 percent early distribution penalty tax described below. If you do not elect to roll over your lump-sum (or similar) distribution directly from this Plan, your distribution will be subject to a 20 percent withholding tax. Payments also may be subject to a 10 percent early withdrawal penalty (see below). Distributions that are not eligible for rollover include Lifetime annuity options. Period certain benefits for 10 years or more. Temporary modified cash refund benefits for 10 years or more. Accelerated income option. Annual distributions totaling less than $200 in a calendar year. Distributions you receive because you have reached age 70½. At the time your benefit becomes eligible for distribution, you have the choice of how the benefit will be distributed. If your distribution is an eligible rollover distribution, you must decide whether to roll over the payment to an IRA or another eligible retirement plan or to receive the payment in cash. By electing to roll over the lump-sum payment, you avoid the 20 percent withholding tax on the amount transferred. The plan receiving the direct rollover can be either a qualified rollover IRA or another employer s qualified retirement plan that accepts rollover contributions. Your payment may not be rolled over to a Savings Incentive Match Plan for Employees of Small Employers (SIMPLE) IRA, or a Coverdell Education Savings Account (formerly known as an education IRA). If you do not elect a direct rollover and instead take the distribution in cash, you will receive 80 percent; the remaining 20 percent will be withheld for Federal income tax. You still will have 60 days from the date you receive the check to change your mind and roll over part or all of the distribution, including the amount withheld for taxes. However, to roll over the entire amount, including the 20 percent withheld, you will have to supply the money to cover the amount withheld. The amount withheld will be an advance payment to the Internal Revenue Service of the Federal income taxes you may owe for the year of the distribution. In addition, any lump-sum (or similar) distribution that is not rolled over is subject to a 10 percent early distribution penalty tax, unless You are age 55 or older at the time of separation from service. You are age 59½ or older at the time of distribution. The distribution was due to death or total and permanent disability. The money was distributed under a qualified domestic relations order. You have deductible medical expenses that exceed your retirement payments. If you were born before January 1, 1936, and you have been in the Boeing Satellite Systems Retirement Plan for at least five years, or if you were a participant in the Plan before 1974, you may qualify for special tax treatment on lump-sum distributions. Please consult your tax adviser or ask the Plan Administrator for more information. If your distribution is eligible for a direct rollover, you will receive a notice explaining the tax consequences of not making a direct rollover. You will have at least 30 days to make your election. If your benefit is $5,000 or less, you may waive the 30-day election period by returning your completed election forms to the Boeing Pension Service Center. Your election must be in writing on the form designated by the Plan Administrator. You should consult a qualified tax adviser before making a benefit distribution election. There is no guarantee that the tax treatment of benefits will not be altered by future changes in tax laws or regulations. State tax rules also may apply. Only a qualified tax adviser can help you with how current or future tax laws, regulations, or rules may affect your specific situation. Retirement Plan 2008 Edition A14535W Your Benefits 13