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Liberty Mutual Retirement Benefit Plan Summary Plan Description (For U.S. Employees Only) Effective January 1, 2018 Section L

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About This Summary Plan Description The following Summary Plan Description (SPD) describes the important features of the Liberty Mutual Retirement Benefit Plan (the “Plan”) as of January 1, 2018, except where specifically indicated, and supersedes any previous SPDs. It is intended to answer most of your questions about the Plan; however, it is only a summary. If there is any conflict between the description in this summary and the terms of the Plan, the terms of the Plan will govern. For additional provisions applicable to certain employees who became participants in the Plan as a result of a merger or acquisition (see “Additional Provisions”.) For purposes of this SPD, the following terms shall have the following meaning: • “Company” means Liberty Mutual Group Inc. (or any successor to all or substantially all of its assets or

business, or any affiliated employer within the Company’s controlled group that assumes the obligations of the Company under the Plan);

• “Compensation” generally means all regular salary, regular wages (including salary differentials and differential wage payments), eligible short-term incentive bonuses, commissions and overtime pay received by you from U.S. sources during the Plan Year, plus any amounts that would have been received but were not because of a salary deferral under Sections 125, 132 or 401(k). To be counted as an eligible short-term incentive bonus, a bonus must be paid no later than the calendar year following the calendar year in which the services resulting from such payments were performed. Regular salary or wages include short-term disability benefits paid by the Company. Compensation does not include any other form of cash, property or “imputed” income provided to you, including without limitation the following: contributions to payments from the Plan or any other employee benefit plan (other than the Liberty Mutual Short-term Disability Plan), fund, program or arrangement, including non-qualified deferred compensation plans and arrangements, whether now or hereafter established; moving, automobile or other expense reimbursements or allowances; severance pay; trip awards; group term life insurance or other imputed compensation; employee referral awards; tuition aid; outplacement services; employee gifts or other property; sales prizes; suggestion awards; or any other items of irregular or additional compensation, such as catastrophe pay. Note: The IRS annually limits the dollar amount of compensation that can be taken into consideration when determining your pension benefit under the Plan (the dollar amount for 2018 is $275,000);

• “Employer” means the Company and affiliated employers within the Company’s controlled group; and • “Participating Employer” means the Company and any affiliated employers within the Company’s

controlled group that have adopted the Plan with the Company’s approval.

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CONTENTS

INTRODUCTION L – 4 Benefits at a Glance ELIGIBILITY AND PARTICIPATION L – 5 VESTING L – 6 BREAK IN SERVICE L – 7 Special Rules for Military Service RETIREMENT DATE L – 8 COMMENCEMENT OF BENEFITS L – 8 Suspension of Benefits CONTRIBUTIONS L – 8 PENSION BENEFITS L – 9 Cash Balance Formula Final Average Pay Formula Career Average Pay Formula Years of Credited Service Long-Term/Permanent and Total Disability SERVICE AFTER AGE 65 L – 12 EARLY RETIREMENT L – 13 RETIREMENT BENEFITS L – 14 Normal Form Optional Forms DEATH BENEFITS L – 16 Cash Balance Formula Benefit Qualified Pre-retirement Survivor Annuity Spouse's Benefit TERMINATION OF EMPLOYMENT L – 18 Normal Form of Benefit Optional Forms of Benefit Pre-1974 Contributions Payment before Age 65 SURVIVORS' ANNUITIES - MARRIAGE REQUIREMENT L – 19

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TAXATION OF PENSION L – 19 EARLY DISTRIBUTION PENALTY L – 20 NON-ALIENATION OF BENEFITS L – 20 CONDITIONS UNDER WHICH BENEFITS ARE NOT PAYABLE L – 20 RETIREMENT BENEFIT CLAIM PROCEDURE L – 21 LEGAL PROCEEDINGS L – 22 QUALIFIED DOMESTIC RELATIONS ORDERS (QDRO) L – 22 MISTAKE CONCERNING PARTICIPATION L – 23 CORRECTION OF PAYMENT MISTAKES L – 23 RIGHTS OF PLAN PARTICIPANTS L – 23 AMENDMENT OR TERMINATION OF THE PLAN L – 25 ADMINISTRATION OF THE PLAN L – 25 Authority of the Plan Administrator Interpretation of the Plan ADDITIONAL PROVISIONS L – 25 GENERAL PROVISIONS L – 42 Administration Assets Benefit Restrictions Benefit Guarantees

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Introduction Liberty Mutual is committed to providing employees with a comprehensive benefits package, including plans that allow employees to build financial security. This Plan, which is subject to the Employee Retirement Income Security Act of 1974, as amended, (“ERISA”) provides eligible vested employees with a fully company-paid retirement benefit based on their pay. Benefits at a Glance

Eligibility Employees who meet eligibility requirements and are regularly scheduled to work 30 or more hours per week may enter the Plan on their hire date. All other eligible employees who meet eligibility requirements may enter the Plan after working 1,000 hours during a consecutive 12 month period following their hire date. Note: Different eligibility requirements applied prior to January 1, 2014.

Cash Balance Formula All eligible employees will accrue pension benefits under this formula. If you

are eligible to participate in the Plan, the Company will provide you with monthly pay credits and interest credits through a cash balance account. The pay credit will be equal to 5.0% of your eligible monthly Compensation for each month that you are employed with the Company or a Participating Employer. Interest credits will be applied monthly to your opening account balance and will be based on the United States 30-year Treasury Rate in effect as of August of the preceding year, which is published in September. For 2018 the interest credit rate is 2.80%.

Final Average Pay Formula

If you were a participant in the Plan prior to January 1, 2014, in addition to a benefit under the Cash Balance formula, you will receive a pension benefit under this formula, which will be based on your vested credited service as of December 31, 2013, and your age and Final Average Pay as of your termination date, subject to the Plan’s vesting provisions. Final Average Pay is determined by using the highest five consecutive years of your annual Compensation in the last 10 years prior to termination. Any compensation you receive after December 31, 2020 will not be included in calculating your Final Average Pay benefit. The benefit is then offset by your Social Security benefit, based on law in effect as of December 31, 2013.

Career Average Pay Formula

Participants will not accrue any additional benefits under this formula after December 31, 2013. (see section titled “Career Average Pay Formula”)

Vesting You will become 100% vested in your pension benefit once you have completed three years of vesting service.

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For employees who terminated on or before December 31, 2013, different vesting rules apply.

Retirement Date Normal Retirement is age 65, regardless of your years of service with the Company.

Normal Form of Benefit If you are single, your normal form of benefit will be a Single Life Annuity, payable to you for life. If you are married, your normal form of benefit will be a 50% Joint & Survivor Annuity.

Optional Forms of Benefit In lieu of the normal form of benefit, you can elect an optional form of payment. Several annuity options are available to you depending on your marital status. (see section titled “Retirement Benefits”)

Lump Sum Payments Your vested benefit accrued under the Cash Balance formula is always available to you as a one-time lump sum payment as soon as administratively practicable following your termination of service. In addition, if the net present value of your vested benefit accrued under the Final Average Pay or Career Average Pay formula is less than $50,000 at your termination of service, you may elect to take that benefit in a lump sum payment. (See section titled “Retirement Benefits”)

Cost Benefits under the Plan are paid for by the Company, at no cost to you.

Reviewing your account You may review your notional account or run retirement benefit projections on the Your Total Rewards web site or by contacting Benefits Express. The web site is accessible either through the Liberty Mutual Intranet via the Employee Center home page or at www.yourtotalrewards.com/libertymutual. Representatives are available Monday - Friday, 9:00 a.m. - 5:00 p.m., Eastern Time to personally assist you and you may obtain your account balance through the Benefits Express automated voice system, which is available 24 hours a day, 7 days a week with the exception of 2:00 a.m. through 1:00 p.m. Eastern Time on Sunday. The toll-free number for Benefits Express is 1-800-758-4460. (TDD# 1-800-828-8745; International # 1-847-883-0564)

Eligibility and Participation If you are regularly scheduled to work 30 or more hours per week, you become a Participant in the Plan on your date of hire. For all other eligible employees, you will become a Participant on the first of the month

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following the completion of 1,000 hours worked within a consecutive 12 month period following your hire date. Note: Different eligibility requirements applied prior to January 1, 2015. An eligible employee is any employee who is employed by a Participating Employer, who is not:

• A leased employee; • A person classified by a Participating Employer as an independent contractor, or an agency employee,

or a person whose Compensation is paid by the Employer other than through its payroll system, or a person whose total Compensation from an Employer is reflected on a Form 1099 regardless of how the IRS, any governmental agency or court classifies the person;

• A person covered by a collective bargaining agreement, unless any such agreement specifically provides for eligibility in the Plan;

• A person employed in Puerto Rico; • A person who is (or becomes) employed by a subsidiary of the Company that is not a Participating

Employer; or • Any person classified in a job classification designated in writing by the Chief Executive Officer of the

Company, at his or her sole discretion, as ineligible to participate in the Plan, including but limited to persons designated on the Participating Employer’s payroll system or internal personnel records as internship/co-op, internship/co-op graduate, law clerk, INROADS student, or non-degree student, regardless of how the IRS, any governmental agency or court classifies the person.

Employees who are non-resident aliens of the United States and who are not excluded as listed above are also eligible to participate in the Plan to the extent that they have compensation paid in United States dollars from the Participating Employer’s United States payroll system. At the time you cease to be an eligible employee, your participation in the Plan will end. See the “Break in Service” section below for a discussion of how breaks in employment service may affect your eligibility years of service. Vesting Vesting Service is used to determine when you have a non-forfeitable right to the pension benefit you have accumulated under the Plan. You become 100% vested in your benefit once you complete three years of vesting service. Please note that the three year vesting provision does not apply for those participants whose employment with the Company terminated prior to January 1, 2014. For those participants, the vesting provision in effect as of their termination date will apply. If you are regularly scheduled to work 30 or more hours per week, you receive one vesting year of service for each 12 full months of service. (Partial months of service are aggregated; 30 days are deemed to be a month.) All other eligible employees receive one vesting year of service for each calendar year in which they work at least 1,000 hours (fractional years do not count.) You also are fully vested upon remaining employed with the Company until age 65 or upon your death if you die while employed with the Company. Refer to the "Break in Service" section below for a discussion of how a break in employment service may affect your vesting years of service. For service prior to January 1, 2014, different rules for determining years of vesting service may apply.

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Break in Service If you are regularly scheduled to work 30 or more hour per week, a one-year break in service results with respect to each 12 consecutive month period after your "service termination date" (as defined in the Plan; generally, the date your employment ends) in which you are not credited with an hour of service. For all other eligible employees, a one-year break in service occurs for any twelve month consecutive period in which you are credited with fewer than 501 hours of service. If you have at least five consecutive one-year breaks in service, your vesting service prior to the breaks may be lost. Whether that occurs will depend on whether you are vested:

• If you are vested, you cannot lose your vesting service for any reason, including a five-year break in service.

• If you are not vested, your service will be lost if you incur five consecutive one-year breaks in service.

Previous pension credits will be lost if you are not vested AND you have a period of consecutive one-year breaks in service that equal or exceed five years of service. Your service before any such breaks in service will be disregarded when determining rights to participate and vest in the Plan upon returning to the Company. For example, if you earn two years of vesting service prior to termination, and then return to employment with a Participating Employer after five or more consecutive one-year breaks in service, all pension benefits you earned prior to such break will be permanently forfeited. In addition, all service prior to such breaks in service shall be disregarded for all purposes. Solely for the purpose of determining whether a break in service has occurred for eligibility and vesting purposes, part-time employees will be credited with up to 501 hours of service for an absence from work because of a parental leave of absence or a Family Medical Leave (FML) leave of absence. During this period of absence, you will be treated as having completed the number of hours of service, up to 501, that normally would have been credited but for the absence. The hours of service shall be credited in the year the absence begins, if necessary, to prevent a break in service in that year; otherwise, they shall be credited in the following year. For full-time employees who are on a parental leave of absence or FML, a “service termination date” will generally not occur for purposes of these break in service rules until the second anniversary of the date you began your leave of absence. The Company may require you to furnish information necessary to establish that the leave was taken for one of the reasons listed above. Note: Different break in service rules applied before 1985. Any service lost under the prior break in service rules is not restored. Special Rules for Military Service The Uniformed Services Employment and Reemployment Rights Act of 1994 (USERRA) created certain rights for employees who are away from work due to qualified military service. The rules that apply to the Plan are discussed in this section. In general, “qualified military service” means service in the “uniformed services,” including the Army, Navy, Marines, Air Force, Coast Guard, Reserves, and National Guard. Service is not “qualified military service” if you were a temporary employee prior to your period of military service, or if your period of military service exceeds 5 years (subject to certain exceptions). You must provide your employer with advance notice of your military service, unless military necessity prevents giving notice, or giving notice is otherwise impossible or unreasonable. Your employer may require documentation of your military service upon your return. Under USERRA, if you return to employment within 90 days of your release from active duty, you will not be treated as having incurred a break in service due to your military service, and your period of military service will count both towards your vesting years of service. Eligible Compensation, including differential pay, which you

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may receive from the Company or Participating Employer while you are on a military leave, will be taken into account under the Cash Balance formula.

The Heroes Earning Assistance and Relief Tax Act of 2008 (HEART) created rights for employees who are away from work due to qualified military service or die while performing qualified military service. In accordance with HEART, differential pay to employees on military leave will be treated as Plan eligible Compensation. In addition, if you die while performing qualified military service you will become 100% vested in your Plan benefit.

Retirement Date Your Normal Retirement Date is the first day of the month in which you attain age 65. If you have an accrued vested benefit under the Final Average Pay benefit, you may retire from the Company as early as age 55 (see section titled "Early Retirement"). You may use your accrued Flexible Time Off (with approval of your supervisor) prior to your retirement date. Any accrued Flexible Time Off unused as of your retirement date will be paid to you in a lump sum.

Commencement of Benefits Your first pension payment will be made on your retirement date, which is the first day of any month following retirement, with monthly payments continuing for life. Early retirees may begin to receive their pension as early as age 55, starting on the first day of any month coincident with or following the attainment of age 55, but no later than the first day of the month in which they attain age 65. If you continue to work for the Company or a Participating Employer after you reach age 65, your benefits will be deferred until you terminate employment with the Company or a Participating Employer. However, your pension benefit under the Final Average Pay formula or the Career Average Pay formula will begin no later than April 1 of the calendar year following the year in which you attain age 70-1/2 (see section titled "Service After Age 65"). You may not begin payment of your benefit under the Cash Balance formula until you terminate employment with the Company or a Participating Employer. You should start the retirement process 45 to 90 days before your retirement date to meet legal and administrative requirements that affect the timing of your benefits. To start the process, you may either log on to the Your Total Rewards web site at www.yourtotalrewards.com/libertymutual or call Benefits Express at 1-800-758-4460. Suspension of Benefits If you have commenced your benefit as a monthly annuity and are re-employed by the Company or a Participating Employer, your Final Average Pay formula or Career Average Pay formula benefit will be suspended for any month in which you work 40 hours or more. The suspension of benefit provision will not apply if you are currently receiving a Cash Balance formula benefit and become eligible to participate in the Plan upon re-employment. Instead, a new notional account will be established for you, and you will receive additional benefits under the Cash Balance formula. Contributions From the inception of the Plan in 1934 to June 1, 1973, employees contributed toward the purchase of their retirement benefits. On June 1, 1973, the Company assumed the full cost of future benefits provided by the

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Plan. You may withdraw your contributions plus interest, but your join date in the Plan would be changed to June 1, 1973, and the benefits at retirement would be reduced accordingly. That is, you will forfeit all pension benefits attributable to your service prior to June 1, 1973. If you withdraw your contributions, interest is credited, compounded annually at 2% through December 31, 1975; at 5% through December 31, 1987; and beginning January 1, 1988, at 120% of the Federal Mid-term rate in effect the first day of each Plan Year. The Company's contribution is determined by an independent actuarial firm that calculates the annual amount required by law. Pension Benefits The full Company pension, payable at retirement, will be based on the sum of the following:

1. Benefits credited to you during the period you were required to contribute to the Plan (before June 1, 1973), and

2. Benefits credited to you after June 1, 1973, when the Company started paying the full cost of future

benefits.

Before 1976, benefits were available only to full-time employees. After January 1, 1976, benefits are also credited, as described below, to eligible part-time employees who work 1,000 hours or more in a Plan Year. At retirement, you will receive a pension benefit earned under the Cash Balance formula. In addition, if you were a participant in the Plan prior to January 1, 2014, you will receive the higher of a benefit determined under the Final Average pay formula or the Career Average Pay formula. Cash Balance Formula Under the Cash Balance formula, your notional account will grow with monthly pay credits and interest credits provided by the Company. Pay credits applied monthly to your cash balance account will be equal to 5.0% of your monthly eligible Compensation. Pay credits will be applied to your account at the end of the month up to your termination date. In addition, eligible Compensation paid within 14 (fourteen) days following your termination will be eligible for a pay credit. Interest credits will also be applied to your opening cash balance account and will be determined using the United States 30-year Treasury Rate in effect as of August of the preceding year, which is published in September. Interest credits will be applied at the end of every month you have an account balance under the Plan. Final Average Pay (FAP) Formula (Effective January 1, 2014, participants will not accrue additional credited service under the FAP formula.) If you have an accrued benefit under the FAP formula as of December 31, 2013, your FAP is determined by using your eligible Compensation for the highest five consecutive years in the last 10 years prior to your termination date, divided by five. For Plan Years prior to 2013, the Compensation used for any given year is the highest annual salary rate in effect within the calendar year (including the Management Incentive and Variable Incentive Plans or other similar short-term incentive bonuses), or the prior year's Compensation, if

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higher. For Plan Years after 2012, eligible Compensation for FAP purposes will be annual Compensation paid during the Plan Year. However, in the year of termination the FAP will be the greater of:

(i) Compensation paid in the current year; or (ii) Highest annual salary for the current year, plus your short-term bonus paid during the current year.

Although you will not earn additional service after December 31, 2013 your Final Average Pay benefit will be adjusted for increases or decreases in Compensation that you earn from the Company after December 31, 2013. Any compensation you receive after December 31, 2020 will not be included in calculating your Final Average Pay benefit. If your service termination date in a Plan Year is prior to the last business day in January, your FAP will be determined as of December 31 of the previous year. Compensation is determined with respect to all of your service with a Participating Employer in the Plan. Note: If you have a break-in-service that is greater than one year (see section titled “Break In Service”) any Compensation on or after your rehire date will not be included in the calculation of your FAP benefit. To determine your benefit under the FAP: Note: The sum of your credited service under Part 1 and Part 2 above may not exceed 35 years. If you had more than 35 years of credited service as of 12/31/2013, Part 3 will apply. In no case will you accrue additional service under this formula beyond 12/31/2013. If you are a full-time employee, a vested part-time employee, or a terminated vested participant not receiving payments from the Plan, you may project your retirement benefits on the Your Total Rewards website at www.yourtotalrewards.com/libertymutual. Note: In calculating your Social Security benefit for purposes of the offset under the FAP formula, in the event the Company does not have readily available actual wage history for all working years with the Employer, such wage history shall be estimated on a National Average Wage regression basis. If you, your spouse, or Contingent Annuitant supplies documentation of your actual wage history, your benefits will be adjusted to reflect the offset based on actual wage history of years previously estimated. A recalculation to adjust the offset will only be performed if the recalculation would result in a higher benefit. The document of actual wage

Part 1: For Service through

12/31/2010•Step 1: Multiply your FAP by 54%

•Step 2: Subtract 50% of your Social Security Benefit

•Step 3: Multiply your years of service up to 35 years by the results of Steps 1 and 2

•Step 4: Divide the result of Step 3 by 35

Part 2:For Service from

1/1/2011 - 12/31/2013•Step 1: Multiply your FAP by 35%

•Step 2: Subtract 35% of your Social Security Benefit

•Step 3: Multiply your your years of service between 1/1/2011 and 12/31/2013 by the results of Steps 1 and 2

•Step 4: Divide the result of Step 3 by 35

Part 3:For Credited Service

Over 35 Years(as of 12/31/2013)

•Add 1/2 of 1% times your FAP for each year over 35 years up to a maximum of 40 yearsPLUS PLUS

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history must be submitted within 90 days of the communication statement date. Career Average Pay Formula (Effective January 1, 2014 any accrued benefit has been frozen) Participants in the Plan prior to December 31, 2004 accrued a benefit under the Career Average Pay formula as outlined below: For service through December 31, 2004 For all participants, the method of determining the benefit to be credited for service through December 31, 2004 is to use the career average Compensation (defined as the annual salary rate being paid on January 1 or the prior year's Annual Compensation, if higher), and apply the following formula:

• 1.2% of career average Compensation up to $6,000, plus

• 2.0% of career average Compensation in excess over $6,000, plus

• Supplemental benefits of:

― 10% of the accumulated benefits to December 31, 1972, if the participant contributed from January 1, 1969, to December 31, 1972.

― 5% of the benefits credited from January 1, 1973, through December 31, 1979. For service from January 1, 2005 – December 31, 2013

• New hires and rehires after December 31, 2004, will not accrue benefits under the career average pay formula

• Existing employees under age 50 as of December 31, 2004, will not accrue future benefits under the career average pay formula

• Existing employees age 50 or older as of December 31, 2004, will accrue future benefits through December 31, 2013, using the career average Compensation, and applying the following formula: - 1.2% of career average Compensation up to $6,000, plus

- 2.0% of career average Compensation in excess of $6,000, up to a maximum career average Compensation limit of $50,000.

To find your annual career pay benefit at retirement, you simply add up the credited benefit from each year of credited service, under the applicable formula, up to a maximum of 40 years (or, if greater, your years of credited service under the Plan as of December 31, 1987), plus the supplemental benefit, if applicable. If your service termination date in a Plan Year is prior to the last business day in January, your “annual salary rate” and “prior year’s Annual Compensation” will be determined as if your termination occurred on December 31 of the prior year. Years of Credited Service Effective January 1, 2014, employees will no longer accrue credited service under the Plan. The following explains how credited service was determined prior to January 1, 2014. Full-time Employees: A year of credited service accrued for each 12 full calendar months of service (whether or not consecutive) between your Plan entry date and your "service termination date" (as defined in the Plan; generally, the date your employment terminates). For purposes of the Final Average Pay and Career Average Pay formulas, partial months of employment do not count for credited service or pay purposes. You do not receive credit for any period in which you were not actively employed, not an eligible employee, on an unpaid non-military leave of absence, or during which you did not make required contributions to the Plan.

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Part-time Employees: For the Career Average Pay Formula, a year of credited service accrued for each calendar year of participation in which you were credited with 1,000 or more hours of service. For the Final Average Pay Formula, a year of credited service accrued for each calendar year of participation in which you were credited with at least 1,900 hours of service. No service was credited for a year in which you worked less than 1,000 hours. If you are credited with 1,000 hours or more but less than 1,900 hours, you were credited with the percentage of a year that the number of hours worked bears to 1,900 hours. For both formulas, special rules applied in the year you entered the Plan and the year you terminate employment. Contact Benefits Express at 1-800-758-4460 for further information. Long-Term/Permanent and Total Disability Employees on Long-Term Disability received credited service under the Plan through December 31, 2013. After January 1, 2014, employees on Long-Term Disability will not accrue service under the Plan. If you are on an approved claim and are receiving benefits under any Liberty Mutual Long-Term Disability Plan or are permanently and totally disabled as of December 31, 2013, you will receive credited service through that date. After December 31, 2013, you will not accrue credited service under the Plan while on an approved Long-Term Disability claim or permanent disability status. If you are approved for benefits under any Liberty Mutual Long-Term Disability Plan or are declared permanently and totally disabled on or after January 1, 2014, you will not accrue credited service under the Plan and your long-term disability benefit payments received under any Liberty Mutual Long-Term Disability Plan are not eligible compensation for purposes of the Cash Balance formula.. If you were on an approved Long-Term Disability leave or were permanently disabled as of December 31, 2013, and you do not return to work prior to your retirement, the Cash Balance formula will not apply to your benefit calculation. Your benefit will be calculated using the Final Average Pay or Career Average Pay formulas and your eligible credited service accrued through December 31, 2013. Service after Age 65 If you continue to work with the Company beyond age 65, your retirement benefit will generally not begin until your “postponed retirement date,” which is the first day of any month following your attainment of age 65. However, your benefit under the FAP or Career Average Pay formula must commence April 1 following the year in which you attain age 70 ½, even if you are still employed. In this case, benefits will be paid in the form of a single life annuity if you are not married, and in the form of a subsidized 50% joint and survivor annuity if you are married. When you actually retire, you may select a new benefit payment option. Note: Your Cash Balance formula benefit will not begin until your termination date. You may request further information regarding these rules from the Plan Administrator at any time. If you continue to work with the Company beyond age 65, the following additional rules apply:

• The maximum number of years of credited service taken into account in calculating your pension

benefit is 40 years of credited service. Compensation earned after you have reached this limit on years of credited service will be taken into account in calculating your final average salary under the final average pay formula.

• Any additional accrual required in a Plan Year on account of your post-65 service will be offset by the value of any pension benefits paid to you during that period.

See section titled "Commencement of Benefits" for a discussion of suspension of benefits on reemployment.

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Early Retirement Under the Final Average Pay and Career Average Pay formula, if you have an accrued vested benefit under the Final Average Pay or Career Average Pay formula and at least five years of continuous employment with the Company since your most recent date of employment, you may terminate employment on the first day of any month on or after age 55. Note: The Early Retirement provisions do not apply to your benefit accrued under the Cash Balance formula. Employees determined by a court to have engaged in Wrongdoing as defined below are not eligible for the Plan’s Early Retirement provisions. “Wrongdoing” means:

• If you are convicted or enter a plea of guilty, no contest or nolo contendere to a felony(ies) involving theft, fraud, misappropriation of funds, embezzlement, dishonesty or similar conduct having a material adverse impact on a Participating Employer or any of their respective subsidiaries; provided such actions were intended to result in, or resulted in, direct personal financial gain; or

• If a court of competent jurisdiction has found by final judgment that you have engaged, are engaging or plan to engage in a material breach of duty of loyalty to a Participating Employer or any of their respective subsidiaries, provided such actions were intended to result in, or resulted in, direct personal financial gain.

During the pendency of any judicial proceeding in which you are a defendant and that may result in a conviction, plea, or finding under either of the above, you will not be entitled to Early Retirement Benefits under the Plan, but instead will be eligible for early payment of benefits as described under the Termination of Employment section. Your early retirement benefit is the highest benefit that could have been payable at any date after age 55 and up to your actual date of your retirement. The benefit payable is computed on the basis of your pay and years of credited service with a Participating Employer to the time of your early retirement. For purposes of calculating your benefit under the final average pay formula, your primary Social Security benefit will be determined as follows:

• Retirement on or after age 62: Generally, the Social Security benefit to which you are entitled in the month containing your Early Retirement Date.

• Retirement before age 62: Generally, the projected Social Security benefit you will be entitled to receive upon attaining age 62.

The benefit you will receive if you retire under the Early Retirement provision is aligned with your Social Security normal retirement age. For existing employees who were age 50 or older as of December 31, 2005, and who remain employed with the Company until their retirement date, the following Pre-2006 factors will apply for purposes of calculating early retirement benefits. For employees who were under age 50 as of December 31, 2005, and employees hired or rehired on or after January 1, 2006, the following Post-2005 factors will apply for the purposes of calculating early retirement benefits.

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Factors – Post December 31, 2005 Retirement Pre-2006(*) Year of Birth: Year of Birth: Age Factors 1964 and earlier 1965 and later

67 1.00 1.00 1.00 66 1.00 1.00 1.00 65 1.00 1.00 1.00 64 1.00 1.00 1.00 63 1.00 1.00 0.95 62 1.00 0.95 0.90 61 0.95 0.90 0.85 60 0.90 0.85 0.81 59 0.85 0.81 0.77 58 0.81 0.77 0.73 57 0.77 0.73 0.69 56 0.73 0.69 0.66 55 0.69 0.66 0.63 (*) The Early Retirement Factors used for the period January 1, 2001 through December 31, 2005. Please contact Benefits Express at 1-800-758-4460 to obtain the Early Retirement factors used prior to January 1, 2001. Retirement Benefits (For termination benefits under the Final Average Pay and Career Average Pay formulas, see "Termination of Employment” on L-19) (For pension benefits, see “Pension Benefits” on L-9). Normal Form The normal form of benefit for unmarried participants is an annuity payable each month for life. The normal form of benefit for married participants is a 50% qualified joint and survivor annuity payable each month, which is “fully subsidized” for the Final Average Pay and Career Average Pay benefits. The benefit is "fully subsidized" because your retirement benefit is not reduced during your lifetime even though benefits will continue to your spouse after your death. If a married participant terminates prior to meeting the retirement provisions, the normal form of benefit is a non-subsidized 50% qualified joint and survivor annuity. Note: The joint and survivor annuity option is never subsidized under the Cash Balance formula. This is an annuity payable for your life, with 50% of your benefit continuing to your surviving spouse after your death. Optional Forms You may elect to take an optional form of benefit at any time within 90 days prior to the starting date of your pension. You may revoke the election any time during this 90-day election period. Cash Balance Formula (Optional forms for Termination and Retirement)

• Married and unmarried participants may elect a lump sum payment. If you elect this optional form, your entire cash balance account will be paid to you in a lump sum. You may be eligible to rollover the lump sum payment to an IRA or to another qualified plan. If you are married, this option can only be selected if your spouse consents to waive the qualified joint and survivor annuity. This consent must be in writing, witnessed by a notary public and name the specific non-spouse beneficiary.

• Married and unmarried participants who terminate on or after age 55 may elect a single life annuity or a joint and survivor annuity option, in which 50%, 66-2/3%, 75%, or 100% of your benefit payment continues after your death to your surviving spouse or designated beneficiary. Joint and survivor annuity options are not subsidized.

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• Married participants who terminate prior to age 55 may elect a joint and survivor annuity option, in which 50%, 66-2/3%, 75% or 100% of your benefit payment continues after your death to your surviving spouse or designated beneficiary. Joint and survivor annuity options are not subsidized. Unmarried participants who terminate prior to age 55 may elect a single life annuity.

Note: If a married participant elects a single life annuity, spousal consent will be required. Final Average Pay and Career Average Pay Formulas

Voluntary Lump Sum

Final Average Pay and Career Average Pay Benefits: If at termination, the net present value of your accrued vested benefit is greater than $5,000 but not more than $50,000, you will have the opportunity to elect a voluntary lump sum payment. In lieu of the lump sum:

− If you are younger than age 55 at the time of termination, and your accrued benefit meets the conditions described above, you may elect an immediate 50% or 75% joint survivor annuity if you are married or an immediate single life annuity if you are unmarried.

− If you are age 55 or older at the time of termination, and your accrued benefit meets the conditions described above, you may also elect other forms of annuity as described below.

Note: If offered an opportunity to elect a lump sum of your Final Average Pay or Career Pay formula benefit at termination and you elect not to receive your benefit you will not be offered a subsequent opportunity to elect a lump sum payment option. Joint & Survivor Annuities

• Married participants may elect a joint and survivor annuity that will provide a larger annuity benefit to the surviving spouse than the qualified 50% joint and survivor annuity described above. You may elect to have either 66-2/3%, 75%, or 100% of your benefit payment continue after your death to your surviving spouse. This increased survivor benefit, however, is not “fully” subsidized; that is, the amount of your retirement benefit will be reduced to reflect the value of the larger payments continuing to your surviving spouse after your death. This form of benefit will, however, be actuarially equivalent to the Normal Form of benefit described above.

• Married and unmarried participants may elect to have payments continue after their death to a surviving Contingent Annuitant other than the spouse. This benefit is called a Contingent Annuitant Option. You may elect to have either 25%, 33-1/3%, 50%, 66-2/3%, 75%, or 100% of your retirement benefit continue after your death to your surviving Contingent Annuitant. This benefit is not subsidized; that is, your retirement benefit is reduced to reflect the value of payments continuing after your death to your surviving Contingent Annuitant. This benefit will be actuarially equivalent to your retirement benefit payable as a single life annuity.

If you are married, this option can only be selected if your spouse consents to waive the qualified joint

and survivor annuity. This consent must be in writing, witnessed by a notary public and name the specific non-spouse beneficiary.

• Married and unmarried participants may elect an inflation adjusted annuity option. The option is

available for the single life, 50%, 66-23%, 75%, or 100% annuity option. The inflation adjusted annuity option allows you to elect to receive a lower retirement benefit at the time that your benefits begin, in exchange for a higher benefit when you reach age 75. The benefit at age 75 would then increase by 4.0% annually thereafter.

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Small Benefits

• If the present value of your total retirement benefit, that is, any benefit you are eligible to receive under the Plan is $1,000 or less at your retirement or termination date, you will receive the amount in a lump sum. The Plan will make no additional payments to you or any surviving annuitant. Similarly, if the value of the qualified pre-retirement survivor annuity or spouse’s benefit under the Plan is $1,000 or less at the time of your death, your surviving annuitant will receive the benefit in a lump sum.

• If the present value of your total retirement benefit under the Plan is between $1,001 and $5,000 at your retirement or termination date and you do not elect to either receive the amount in cash or roll it over to a qualified plan or Individual Retirement Account (IRA) of your choice, the present value of your retirement benefit will be automatically rolled over to an IRA provider. Similarly, if the value of the qualified pre-retirement survivor annuity or spouse’s benefit under the Plan is between $1,001 and $5,000 at the time of your death and your surviving annuitant does not make an election to either receive that amount in cash or roll it over to a qualified plan or Individual Retirement Plan (IRA), the present value of the retirement benefit will be automatically rolled over to an IRA provider. In accordance with the U.S. Department of Labor regulations, the Plan fiduciaries have designated Millennium Trust Company, LLC as an IRA provider to receive automatic rollover distributions from the Plan. If you do not elect a distribution from the Plan and receive an automatic rollover distribution to the Millennium Trust, you will no longer be a Plan Participant, but will be the owner of the IRA, have investment direction over the IRA proceeds and may enforce the terms of the IRA. Until you direct the investment of the IRA proceeds, the money will be invested in the FDIC Insured Bank Money Market Demand Account associated with Millennium Trust. The investment is designed to preserve principal, and provide a reasonable rate of return while maintaining liquidity. A $25.00 account set-up fee will be deducted from the IRA following the automatic rollover distribution and prospective fees will be deducted from the IRA pursuant to the rollover IRA fee schedule of Millennium Trust Company, LLC.

For further information on Automatic Rollover rules or additional information regarding Millennium Trust Company, LLC the FDIC Insured Bank Money Market Demand Account and IRA fees you may contact:

Millennium Trust Company, LLC Automatic Rollovers Department

2001 Spring Road, Suite 700 Oak Brook, Illinois 60523 1-800-258-7878

Death Benefits Your retirement benefit may be payable in the form of a joint and survivor annuity. After your death, benefit payments generally continue to your named annuitant. If, however, you or your named annuitant die before your retirement date, your joint and survivor annuity election is automatically canceled. If you have begun receiving benefits in the form of a joint and survivor annuity and your named annuitant dies before you, your benefit is not increased because of the death of your named annuitant, and no benefit payments continue after your death. Also, your selection of a survivor annuity cannot be canceled after your retirement benefits begin. In all cases, if you or your named annuitant die before payment of pension benefits in an amount equal to your pre-1974 contributions, if any are paid, the remainder of your contributions plus interest will be paid to your beneficiary or to your estate if no beneficiary survives you. If you die before your retirement benefits begin, the following death benefits may be payable from the Plan:

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Cash Balance Formula Benefit If you are married, your designated beneficiary is your spouse; however, you may designate a beneficiary or beneficiaries other than your spouse, including a trust (with your spouse’s consent). Spousal beneficiaries may elect the Cash Balance formula benefit as a lump sum or a single life annuity. Your beneficiary may defer the payment of the benefit to the date you would have attained age 55 or the date on which a payment is made under the Final Average Pay or Career Pay formulas. Non-spousal beneficiaries (if elected by a married participant with spousal consent) and beneficiaries of unmarried participants will receive a lump sum payment of your vested benefit accrued under the Cash Balance formula as soon as administratively practicable. In the event no beneficiary is designated or your designated beneficiary is deceased, the Plan Administrator shall direct that payment be made to your surviving spouse, if any, otherwise to your surviving children in equal parts or if you have no surviving children, to your father or mother or both in equal parts or if none of the above survives to your executors or administrators. Any such payment will be a complete discharge of the liabilities of the Plan.

Qualified Pre-retirement Survivor Annuity The Plan provides that a "qualified pre-retirement survivor annuity" must be paid if you are married and die before payment of your vested benefit has begun. This is a pension benefit that will make monthly payments to your spouse after your death, beginning on the first day of the month following the later of:

• The date you would have attained age 55 or

• The date on which you died. The amount of payments to your spouse is to be the same as (or the actuarial equivalent of) the amount of the payments that would have been made under a 50% qualified joint and survivor annuity, which is described on the Joint and Survivor Annuity section, if:

1. In the case of death after age 55, you had retired with an immediate qualified joint and survivor annuity on the day before death;

2. In the case of death at or before age 55, you had • Terminated employment on the date of death, • Survived to age 55, • Retired with a qualified joint survivor annuity at age 55, and • Died on the day after attaining age 55.

If you die after retirement, or before retirement but while still employed by the Company or a Participating Employer, the qualified pre-retirement annuity will be calculated (1) based on a "subsidized" 50% qualified joint and survivor annuity, and (2) using the reduction factors specified under "Early Retirement". Otherwise, the benefit will be calculated (1) on the basis of a non-subsidized 50% qualified joint and survivor annuity, and (2) using the reduction factors specified under the "Termination of Employment" section. Spouse's Benefit The Plan also provides a spouse's benefit for certain married participants who die while still employed by the Company. This benefit may be payable to your surviving spouse if the following conditions are met:

• You die after attaining age 50; or prior to age 50 with at least 25 years of service with a Participating

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Employer in the Plan, and;

• Your spouse is shown as your beneficiary under the Plan.

The spouse's benefit is 50% of your benefit computed at the time of your death. The benefit begins on the first day of the month following your death, and payments are made monthly for your spouse's lifetime. If, however, your spouse is more than 5 years younger than you, the spouse's benefit is reduced. The reduced benefit will be the actuarial equivalent of the benefit that would have been payable if your spouse were exactly five years younger than you.

If your spouse dies before receiving benefits equal to your pre-1974 contributions, if any, the remainder of your contributions, plus interest, will be paid to your beneficiary, or to your estate if no beneficiary survives you. If your spouse qualifies for both the qualified pre-retirement survivor annuity (described above) and the spouse's benefit, only the higher of the two benefits will be paid. Generally, this will be the spouse's benefit. To compute the spouse's benefit under the Final Average Pay formula, the Company uses the Social Security benefit you would be expected to receive at age 65 on the basis of your earnings to the date of your death. You also are considered to be age 65 at the date of your death, and there is no reduction for starting benefit payments immediately. Important Note: If the value of the qualified pre-retirement survivor annuity or spouse’s benefit is accrued under the Final Average Pay or Career Average Pay formulas and is greater than $5,000, but not more than $50,000, at the time of your death, your spouse may elect a lump sum payment or an immediate single life annuity. Termination of Employment If you terminate employment before you are eligible for early retirement benefits and have met the vesting requirements of the Plan, you are entitled to a deferred retirement benefit. This benefit may begin as early as age 55. The following paragraphs discuss the benefit you are entitled to receive. For purposes of calculating your benefit under the final average pay formula, your primary Social Security benefit is the projected Social Security benefit you will be entitled to receive in the month containing your 65th birthday. Normal Form of Benefit If you are married at the time your benefit payments are to begin, you will receive your pension benefits in the form of a non-subsidized 50% qualified joint and survivor annuity. This benefit is not subsidized. That is, your pension benefit is reduced so that a survivor annuity may be paid to your surviving spouse. If you are not married, you will receive your pension benefit in the form of a single life annuity. Benefit payments will begin on the first day of the month in which you attain age 65. Benefits will be paid in monthly installments for your lifetime, or, if the benefits are payable in the form of a qualified joint and survivor annuity, for the lives of you and your spouse. If the present value of your benefit accrued benefit is $5,000 or less (see the Small Benefit section). At your death the excess, if any, of your pre-1974 contributions over the benefits paid will be paid to your beneficiary or to your estate if no beneficiary survives you.

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Optional Forms of Benefit Instead of the normal form of benefit, you may choose a non-subsidized optional form of benefit. Please note that your benefit is reduced to take into account the value of payments continuing after your death. If you are married, your spouse must consent in writing to your waiver of the 50% qualified joint and survivor annuity, to your choice of an optional form of benefit, and to your choice of a non-spouse beneficiary. Pre-1974 Contributions You may elect (with the written consent of your spouse, if you are married) to withdraw your entire contributions to the Plan, plus interest. If you withdraw your contributions, your pension benefits will be based only on your credited service from June 1, 1973, through your last completed month in the Plan and you will forfeit all pension benefits attributable to your service prior to June 1, 1973. Payment before Age 65 You may elect to receive a reduced benefit commencing at a date earlier than your normal retirement date, but not prior to age 55. If you choose a benefit commencement date prior to age 65, your benefit is actuarially reduced, to account for the fact that benefits may be payable over a longer period of time. The percentage of your pension benefit that is payable to you at various ages is as follows: Age 55 56 57 58 59 60 61 62 63 64 Percent 50.2 53.3 56.7 60.5 64.6 69.1 74.1 79.6 85.9 92.4 Benefits Express will inform you of your options and benefits, if any, upon your termination of employment. You can also model the benefit by logging onto Your Total Rewards. Survivors' Annuities - Marriage Requirement For your Final Average Pay or Career Average Pay benefit, the qualified joint and survivor annuity, the qualified pre-retirement survivor annuity, or the Spouse’s Benefit will not be provided unless you have been married throughout the one-year period ending on the earlier of your annuity starting date, or the date of your death. If you marry within one year of the annuity starting date and have been married to that spouse for at least one year ending on or before the date of your death, that marriage will be treated as having existed throughout the one-year period ending on your annuity starting date. The one-year marriage requirement does not apply to the Cash Balance formula benefits. Taxation of Pension Federal tax law generally requires that a portion of each payment will be nontaxable, representing a return on your own contributions, if any. The balance of each payment will be taxable and state tax laws may differ. You will receive more detailed tax information at the time of your retirement. When your pension does become taxable, federal income tax will be withheld unless you elect otherwise. If withholdings are not made, you may have to file a quarterly estimated tax return to avoid federal tax penalties. At the end of each year, you will receive a Form 1099R that will show the total pension paid for the previous year, the portion that is subject to federal income taxes, and taxes withheld, if any. If you have any questions, please call Benefits Express at 1-800-758-4460.

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Early Distribution Penalty If you receive a lump sum distribution you may be subject to an additional 10% “early distribution” tax. The distribution is not subject to the additional 10% tax, if one of the following exceptions applies:

• Distribution is a received after you attain 59-1/2; • Distribution is paid upon death or disability (as defined by the IRS); • Distribution is paid upon separation from service after you attain age 55; • Distribution is used to pay deductible medical expenses; • Distribution is directly rolled over to an IRA or into another eligible retirement plan; • Distribution is made to a qualified military reservist called to active duty; and • Distribution is paid to alternate payee under Qualified Domestic Relations Orders (QDROs)

Non-Alienation of Benefits To assure that your benefits will be available at retirement, the Plan provides that your benefits may not be assigned, attached or reached by creditors. However, under certain circumstances, your benefits may be attached pursuant to:

1. A “Qualified Domestic Relations Order”;

2. Federal tax levies and collections;

3. Voluntary assignments;

4. Certain judgments and settlements (e.g., judgment of conviction for a crime involving the Plan or a civil judgment for breach of fiduciary duty) that expressly provides for the offset of plan benefits.

Conditions under Which Benefits are Not Payable

1. You will not receive credit for service rendered prior to a break in service under certain circumstances (see the "Break in Service" section).

2. If you withdraw your contributions from the Plan, you forfeit all benefits attributable to your service

prior to June 1, 1973, and you will be treated as having joined the Plan on that date. 3. No benefits are payable if your employment terminates prior to your becoming vested. 4. If you die and a survivor's benefit is not payable, no other benefits are payable under the Plan (except

that any excess of your pre-1974 contributions to the Plan over the benefits you received will be paid in a lump sum to your beneficiary, or to your estate if no beneficiary survives you).

5. Early retirement will not be granted to anyone determined by a court to have engaged in Wrongdoing

against a Participating Employer, as defined previously. 6. Employees who continue their employment beyond age 65 will not have pension payments made to

them while they are actively employed by the Company, unless as required by law (see “Service after Age 65” section). Retirees who are re-employed by the Company will have their pension suspended for any month in which they have 40 hours or more of service. Note: This provision does not apply to the Cash Balance formula benefit.

7. No benefits will be paid in excess of the Internal Revenue Code Section 415 limits.

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Retirement Benefit Claim Procedure Access the Your Total Rewards web site three months before your retirement date, if possible. The Your Total Rewards web site will provide you with full information on your benefits before you retire. All claims by participants, beneficiaries, and others based on a purported failure to follow the Plan’s terms, including but not limited to an alleged failure to follow any direction from a participant pursuant to Plan terms, an alleged administrator error or omission, or other alleged misconduct, are subject to the Plan’s claims procedures. The Plan Administrator, or a party designated by the Plan Administrator, shall make all determinations in its sole discretion, as to the right of any person to a distribution under the Plan. If a claim for a benefit or a request for a Plan distribution by a participant or beneficiary is denied, in whole or in part, the Plan Administrator, or the designated party, will provide you with a comprehensible written notice setting forth:

1. The specific reason or reasons for such denial with reference to those specific Plan provisions on which the denial is based;

2. A description of any additional material or information necessary to submit and perfect the claim and an explanation of why such material or information is necessary; and

3. A description of the Plan's claim review procedure and time frames, including a statement of your right as a participant or beneficiary to bring a civil action under ERISA following an adverse decision on appeal.

Such written notice of denial will be given within 90 days after the claim is received by the Plan Administrator unless the Plan Administrator determines that special circumstances require an extension. In such case, a written extension notice shall be furnished before the end of the initial 90 day period. The extension cannot exceed 90 days. The extension notice shall indicate the special circumstances requiring an extension of time and the date by which the Plan Administrator expects to render the decision. The claim determination time frames begin when a claim is filed, without regard to whether all the information necessary to make a claim determination accompanies the filing. If you disagree with a decision to deny the payment of any benefits, in whole or in part, you must submit your appeal, in writing, to the Plan Administrator within 60 days after you receive the notice of denial. You have the right to:

1. Submit, for review, written comments, documents, records and other information relating to the claim;

2. Request, free of charge, reasonable access to all documents, records and other information relevant to your claim; and

3. A review that takes into account all comments, documents, records, and other information submitted by you, without regard to whether such information was submitted or considered in the initial claim decision.

The Plan Administrator or a party designated by the Plan Administrator will make a full and fair review of your appeal and may require additional documents as it deems necessary in making such a review. A final decision on review will be made within a reasonable period of time, but not later than 60 days following receipt of the written request for review unless the Plan Administrator determines that special circumstances require an

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extension. In such case, a written extension notice will be sent to you before the end of the initial 60-day period. The extension notice shall indicate the special circumstances and the date by which the Plan Administrator expects to render the appeal decision. The extension cannot exceed a period of 60 days. The final decision will be binding on all persons having an interest in the Plan. The appeal time frames begin when an appeal is filed, without regard to whether all the information necessary to make an appeal accompanies the filing. If an extension is necessary because you failed to submit necessary information, the days from the date the Plan Administrator or its designee sends you the extension notice until you respond to the request for additional information are not counted as part of the appeal determination period. The notice of denial shall include:

1. The specific reason or reasons for denial with reference to those Plan provisions on which the denial is based;

2. A statement that you are entitled to receive, upon request and free of charge, reasonable access to, and copies of all documents, records, and other information relevant to your claim;

3. A statement describing any voluntary appeal procedures offered by the Plan and your right to obtain the information about such procedures, and a statement of your right to bring an action under ERISA;

4. If applicable, any internal rule, guideline, protocol, or other similar criterion relied upon in making the adverse decision, or a statement that such a rule, guideline, protocol, or other similar criterion was relied upon and a copy thereof will be provided free of charge upon request; and

5. If the adverse decision was based on a medical necessity, experimental treatment, or similar exclusion or limit, an explanation of the scientific or clinical judgment for adverse decision, or a statement that such explanation will be provided free of charge upon request

Legal Proceedings You or your authorized representative will not be entitled to challenge a claim decision made by the Plan Administrator in federal or state court or in any other administrative proceeding until all of the Claim and Appeal procedures outlined above have been complied with and exhausted: No lawsuit shall be brought against the Plan, the Plan Sponsor, the Company, the Plan Administrator by you or your authorized representative unless such action is filed within one year from the date the Plan Administrator denies or is deemed to deny the claim on review in accordance with the claims and appeals procedure. Qualified Domestic Relations Orders (QDRO) In accordance with federal law the Plan Administrator has established QDRO procedures:

a) To determine whether any domestic relations order received by the Plan is a "Qualified Domestic Relations Order" and

b) To administer benefit distributions to participants and alternate payees under QDROs. The Plan will only comply with the terms of a domestic relations order if it meets the requirements for a QDRO, as established by law and explained in these procedures. Parties seeking QDROs may not rely on the Plan

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Administrator or any employees or agents of the Plan Administrator for advice on which type or form of QDRO is most appropriate under any particular factual situation. The Plan Administrator or its designee will only provide factual information concerning the participant's benefits and the terms of the Plan. If any of the parties are unsure as to the legal requirements for a QDRO, they should consult with their legal advisors. On written notice that a participant's benefit may be subject to a QDRO or that a QDRO is forthcoming, and the participant's benefit is not already in pay status, the Plan Administrator or its designee will take such actions as necessary to maintain the status of the participant's accrued benefit pending a final decision concerning the QDRO. If the participant's benefit is already in pay status, no actions will be taken until a domestic relations order is received by the Plan Administrator or its designee. For example, the Plan Administrator or its designee may place a "hold" on the participant's benefit under the Plan. This means that the participant will not be eligible to obtain any distributions. If a copy of a domestic relations order is not received within 18 months, the actions taken by the Plan Administrator or its designee will be revoked. If a domestic relations order is received within 18 months, it will be processed in accordance with established procedures. A copy of the QDRO procedures may be obtained by calling Benefits Express 1-800-758-4460, or by logging onto the Qualified Order Center at www.qocenter.com. Mistake Concerning Participation If a misclassification or mistake concerning the participation of an employee in the Plan has been made, a correction shall be made in the employee’s benefits under the Plan so that, after correction, the employee’s benefits, if any, shall be the same as they would have been if no error in participation had been made. The Plan Administrator may correct such errors in accordance with the IRS’s Employee Plans Compliance Resolution System, or any similar program established by the IRS or Department of Labor, and such correction shall fully discharge the Plan’s obligation to the employee with respect to such error. Correction of Payment Mistakes Any mistake in the payment of a participant’s, alternate payee’s, or beneficiary’s benefits under the Plan may be corrected by the Plan Administrator when the mistake is discovered. The mistake may be corrected in any reasonable manner authorized by the Plan Administrator (e.g., adjustment in the amount of future benefit payments, repayment to the Plan of an overpayment, or catch-up payment to a participant for an underpayment). A participant, alternate payee, or beneficiary receiving an overpayment by mistake shall repay the overpayment if requested to do so by the Plan Administrator. In appropriate circumstances, the Plan Administrator may waive the making of any correction. The Plan Administrator may correct such errors in accordance with the IRS’s Employee Plans Compliance Resolution System, or any similar program established by the IRS or Department of Labor, and such correction shall fully discharge the Plan’s obligation to the employee with respect to such error. Rights of Plan Participants As a participant in the Liberty Mutual Retirement Benefit Plan, you are entitled to certain rights and protection under the ERISA. ERISA provides that all Plan participants shall be entitled to: • Examine, without charge, at the Plan Administrator’s office and at other specified locations, all documents

governing the Plan, including insurance contracts, 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

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Employee Benefits Security Administration.

• Obtain copies upon written request to the Plan Administrator of the Plan documents governing the operation of the Plan and copies of the latest annual report (Form 5500 Series) and updated Summary Plan Descriptions. 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 the Summary Annual Report.

• Obtain a statement telling you whether you have a right to receive a pension at normal retirement age (age

65) and if so, what your benefits would be at normal retirement age if you stop working under the Plan now. If you do not have a right to a pension, the statement will tell you how many additional years you have to work to earn a right to a pension. This statement must be requested in writing and is not required to be given more than once every twelve (12) months. The Plan must provide the statement free of charge.

In addition to creating rights for Plan participants, ERISA imposes duties upon the people who are responsible for the operation of the employee benefit Plan. The people who operate your 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 your employer, or any other person, may fire you or otherwise discriminate against you in any way to prevent you from obtaining a pension benefit or exercising your rights under ERISA. If your claim for a pension benefit 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 schedules. Under ERISA, there are steps you can take to enforce the above rights. For instance, if you request a copy of Plan documents or the latest documents or the latest annual report from the Plan and do not receive them within 30 days, you may file suit in 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 which is denied or ignored, in whole or in part, you may file a suit in state or Federal court. In addition, if you disagree with the Plan’s decision or lack thereof concerning the qualified status of a domestic relations order, you may file suit in 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 cost 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). If you have any questions about your Plan, or wish to request any of the information described above, you should contact Benefits Express at 1-800-758-4460. If you have any questions about this statement or about your rights under ERISA, or if you need assistance in obtaining documents from the Plan Administrator, you should contact the nearest office of the Employee Benefits Security Administration, the 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. 20210. You may also obtain certain publications about your rights and responsibilities under ERISA by calling the publications hotline of the Employee Benefits Security Administration 1-866-444-EBSA (3272) or online at www.dol.gov/ebsa.

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Amendment or Termination of the Plan The Company can adopt any amendment to the Plan or terminate the Plan at any time: Any action that may be taken by the Company to amend the Plan may also be taken by the Company’s Chief Executive Officer except as otherwise restricted under the Company’s compensation committee charter, except, however, that the Company’s Chief Executive Officer may not adopt any amendment to terminate the Plan without the consent of the Company’s Compensation Committee. The Plan may be amended retroactively if deemed necessary or appropriate to conform to government regulations or other policies. However, no such modification or amendment shall make it possible for any part of the Retirement Benefit Fund to be used or diverted for purposes other than for the exclusive use of participants or their beneficiaries and contingent annuitants under the Plan prior to satisfaction of all liabilities for benefits under the Plan. Although the Plan is expected to be continued indefinitely, the Company or the Company’s parent or ultimate parent company, through its respective boards of directors or a committee of one of those boards reserves the right, subject only to the advance notice and other requirements concerning plan terminations under Title IV of ERISA, at any time and from time to time to suspend or terminate prospectively the Company’s obligation to pay the costs of, or to make contributions to the Plan, or to terminate or partially terminate the Plan. Upon termination of the Plan, the rights of each participant to benefits accrued to the date of termination, to the extent funded, shall be non-forfeitable. Upon termination of the Plan, each participant, including retirees (or his or her contingent annuitant) in receipt of a retirement benefit shall be entitled to any benefits purchased for him or her under any annuity or insurance contract, subject to the provisions of those contracts. Each participant, each spouse, and each retired participant (or his or her contingent annuitant) in receipt of a retirement benefit shall also be entitled to share in the funds held in the Pension Trust, in accordance with a hierarchy set out in detail in the Plan document. In the event of plan termination, all assets of the Retirement Benefit Fund shall be used exclusively for the payment of accrued benefits, and liabilities. Any funds not required to satisfy all liabilities for plan benefits because of erroneous actuarial calculation, or resulting from surplus plan assets, shall be returned to the Company. Upon termination of the Plan, assets will be distributed in accordance with the Plan’s provisions and with applicable law. Administration of the Plan Authority of the Plan Administrator The Plan Administrator has the authority, in its sole discretion, to construe the terms of the Plan and to determine benefit eligibility and the amount, manner and timing of payment of any distribution under the Plan. Decisions of the Plan Administrator regarding construction of the terms of the Plan benefit eligibility and distributions are conclusive and binding. Interpretation of the Plan The benefit plan SPD summarizes the important features of the Plan document. While the SPD attempts to accurately describe benefits available as of the date of publication, it does not cover every provision of the Plan. In the event of a question of interpretation or conflict, the Plan document will govern. Additional Provisions for Calculating the Final Average Pay Formula Benefit Past service credit with certain former employers who either became Participating Employers, or from whom you are directly hired by or into a Participating Employer, is credited solely for eligibility, vesting, early

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retirement and spouse’s benefits purposes as defined below, subject to the Plan’s break in service rules, for: • Former CUMIS General Insurance Co. and CUNA Mutual General Agency of Texas employees who

transferred to a Participating Employer in conjunction with the acquisition of CUMIS General on July 1, 1998 for service with CUNA Mutual Insurance Co.

• Golden Eagle Insurance Corporation employees who were employed as of October 1, 1997 for service with Golden Eagle Insurance Co.

• Liberty Real Estate Management, Inc. employees who were employed on January 1, 1997, for service with Liberty Real Estate Group, Inc. and Liberty Sanibel II Limited Partnership.

• Atlantic Health Group employees who were employed as of March 31, 1997 for service with New England Health Group from the later of January 2, 1996 or the employee’s date of hire.

• ACE employees who were employed as of January 1, 2000 for service with CIGNA (if they transferred from CIGNA to ACE on July 2, 1999) or with ACE (if hired by ACE after July 2, 1999).

• ALM employees who were employed as of November 22, 1999 for service with ALM.

• American Ambassador employees who were employed as of September 13, 1999 for service with American Ambassador.

• Liberty Energy Corporation employees who were employed as of July 3, 2000 for service with LEC.

• Former Regional Agency Markets (RAM) Company employees, who were employed in a RAM Company as of December 31, 2000 or who transferred to a Participating Employer following the date of its acquisition by a Participating Employer, for service in the RAM Company.

• Former OneBeacon employees hired directly from OneBeacon and who were employed as of January 1, 2002 for service with OneBeacon.

• Former Merchants and Businessmen’s employees who transferred and became employees of The Netherlands Insurance Company on April 1, 2002 for service with Merchants and Businessmen’s.

• Employees of Cascade Disability Management, Inc. (“Cascade”) for service with Cascade prior to Cascade’s adoption of the Plan effective January 1, 2003.

• Former employees of Prudential Commercial Insurance Company, Inc., Prudential General Insurance Company, and Prudential Property and Casualty Insurance Company (collectively referred to as “Prudential”) who transferred to a Participating Employer in conjunction with the acquisition of Prudential on November 1, 2003, for service with Prudential.

• Former employees of The Ohio Casualty Insurance Company, who transferred to a Participating Employer on January 1, 2008, as a result of the acquisition of Ohio Casualty Insurance Company on August 24, 2007.

• Former employees of the Safeco Corporation and its subsidiaries who transferred to a Participating Employer on January 1, 2009, as a result of the acquisition of Safeco Corporation by the Company on September 22, 2008.

• Employees of Liberty Mutual Agency Corporation and its subsidiaries including Peerless Insurance Company and Safeco Insurance Company of Illinois (collectively “LMAC”) for service with LMAC prior to the December 31, 2012, merger of the LMAC Retirement Benefit Plan with this Plan.

• Employees of TRU Services who transferred to a Participating Employer on April 17, 2017 will receive

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BEN 67 L-27

credit for prior employment service with TRU Services for eligibility and vesting purposes only.. Note: For the purpose of the following sections the terms below shall have the following meaning: “All Service Benefit” (the “All Service Benefit”) is a benefit for an individual who transferred directly from certain former employers to a Participating Employer and whose former employer’s defined benefit assets were merged into the Plan. The All Service Benefit counts your years of service and Compensation under your former employer’s plan prior to the date the assets of plan were merged into the Plan, as well as service and Compensation after you transferred to a Participating Employer from the acquired company in accordance with the current Plan. Effective January 1, 2014, you will not earn additional service after December 31, 2013 under your All Service Benefit; however, your Final Average Pay benefit will be adjusted for increases or decreases in Compensation that you earn from the Company after December 31, 2013. Any compensation you receive after December 31, 2020 will not be included in calculating your Final Average Pay benefit. “Combined Benefit” (the “Combined Benefit”) is a benefit available to an individual with a vested benefit under certain former employers’ plans who did not directly transfer to a Participating Employer, but whose former employer’s defined benefit assets were merged into the Plan, and was hired after the date of the acquisition. Such participant will receive the vested benefit from the former employer’s plan plus a benefit under the terms of the Plan (the LM Plan Benefit). “LM Plan Benefit” is a vested benefit available to an individual that is based solely on the terms of the Plan without reference to any other retirement plan or service with another employer. Additional Provisions Specific to Former CIGNA Bond Services Employees Former CIGNA Bond Services employees who were employed by a Participating Employer as of January 24, 1994 will receive credit for past service with ICNA for eligibility, vesting, early retirement and spouse’s benefits under the Plan. Pension Benefits Individuals who transferred from CIGNA Bond Services to a Participating Employer on January 24, 1994 and remained continuously employed by a participating employer of the LM Plan as of January 24, 1999 will receive a retirement benefit equal to the greater of:

1. a vested accrued benefit under the terms of the Plan using only service and pay with the Company,

OR

2. a vested accrued benefit determined in accordance with the Plan’s Final Average Pay (FAP) formula, counting years of service with CIGNA for credited service, but only service and pay with a Participating Employer in the Company for purposes of FAP and the Social Security offset

PLUS

3. your applicable Cash Balance formula

MINUS the actuarial equivalent of the vested accrued benefit from CIGNA, based on the retirement date from the Company.

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L-28 BEN 67

Effective with the close of business December 31, 1998, assets and liabilities from the Nationwide Insurance Enterprise Retirement Plan (“NIERP”) with respect to certain Wausau Service Corporation and Nationwide Trial Division employees were transferred into the Plan. As a result of this transfer of assets and liabilities, benefits accrued under NIERP as of December 31, 1998 and certain optional forms of benefit that were available under NIERP are available under the Plan. The following sections describe the additional provisions applicable to this group of participants. (1) This section (1) applies only to Wausau Service Corporation and former Nationwide Trial Division Employees who were employed by Wausau or Nationwide, respectively, on December 31, 1998, and continued in employment with a Participating Employer on January 1, 1999. Eligibility and Participation If you were eligible to participate in NIERP on December 31, 1998, then you are automatically a participant in the Plan as of January 1, 1999. If you were not yet eligible to participate in NIERP on December 31, 1998, then you can participate in this Plan as soon as you complete a year of Plan eligible service (see “Eligibility and Participation”). For this purpose, your service used to determine eligibility under NIERP will count as eligible service under this Plan. The age 21 eligibility requirement does not apply to you. Vesting You are fully vested in the benefit you accrued under NIERP as of December 31, 1998, (your “NIERP Accrued Benefit”). However, you may also be entitled to an All Service Benefit under this Plan. The combined vesting provisions of the Plan apply to the All Service Benefit. In calculating your vesting years of service for this purpose, your vesting service under NIERP as of December 31, 1998, will count as vesting service under this Plan. Also, the Plan’s age 18 exclusion for vesting service will not apply to you.

Retirement Benefits Normal Retirement Benefit Your NIERP Accrued Benefit is protected and is the minimum benefit you can receive. You may also be entitled to an All Service Benefit that counts both your pre-1999 Compensation and service under NIERP and your post-1998 Compensation and service under this Plan. Please note that you are not eligible for the Plan’s Career Average Pay formula. Your All Service Benefit will be determined solely under the Plan’s Final Average Pay formula. Your normal retirement benefit under the Plan (expressed as a single life annuity payable at age 65) will be the greater of (a) or (b) plus (c):

(a) your NIERP Accrued Benefit, or

(b) your All Service Benefit. This is the vested accrued benefit, if any, determined in accordance with the Plan’s Final Average Pay formula, counting your years of benefit accrual service under this Plan and NIERP. For purposes of calculating your Final Average Pay, Annual Compensation, and primary Social Security offset amount, Compensation paid to you by Nationwide and/or Wausau will be included in the formula.

(c) your applicable Cash Balance formula benefit

Your benefit is reduced in both cases by any amount you receive as an annuity from the Equitable Life Insurance Company that reflects benefit accrual service in the Wausau Insurance Companies Pension Plan.

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BEN 67 L-29

Early Retirement Benefit In determining whether you satisfy the Plan’s 5 continuous years of service requirement for early retirement eligibility, your employment service with Wausau and/or Nationwide will count as employment service under this Plan.

If you satisfy the Plan’s early retirement eligibility rules, your early retirement benefit will be the greater of:

(a) your NIERP Accrued Benefit actuarially reduced using the NIERP’s subsidized early retirement factors, or

(b) your vested All Service Benefit actuarially reduced using the Plan’s subsidized early retirement factors, PLUS (c) your applicable Cash Balance formula benefit.

Termination Benefit If you terminate employment before eligibility for early or normal retirement, you may commence receiving your termination benefit as early as age 55. If you choose early commencement, your termination benefit will be the greater of:

(a) your NIERP Accrued Benefit actuarially reduced using the NIERP nonsubsidized early

commencement factors; or

(b) your vested All Service Benefit actuarially reduced using the Plan’s nonsubsidized early commencement factors,

PLUS (c) your applicable Cash Balance formula benefit.

Optional Forms of Benefit Optional forms of benefit that were available to you under NIERP will continue to be available to you for your Final Average Pay benefit only (except as provided below). Each optional form of benefit available to you will be applied separately to your NIERP Accrued Benefit and your accrued Final Average Pay benefit, and you will be entitled to the greater of the two resulting retirement benefits. The additional optional forms of benefit that are available to you for your NIERP Accrued Benefit and your accrued Final Average Pay benefit are as follows. (Note: If you are married, you must obtain your spouse’s written approval to elect these optional forms of payment.) Certain and Life Annuity This form of annuity will pay you a monthly pension benefit as long as you live. If you die before you receive payments for 5, 10, 15, or 20 years, whichever you select, payments continue to your named beneficiary until the end of the guaranteed period. There is a cost to selecting a life annuity with 5, 10, 15, or 20 years guaranteed. The cost is paid by you in the form of a reduction in your monthly pension benefit. Therefore, the amount of annuity under one of these guaranteed payment options is always less than the single life annuity you could otherwise elect.

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L-30 BEN 67

Because of tax code limits in some situations, particularly if you commence pension benefits after reaching age 65, you may not be eligible for a 20 Year Certain and Life annuity. Level Income Option A “level income” option allows you to concentrate more of your pension benefit in the years prior to age 62. Some employees use this “level income” option to bridge a gap in income between the date of retirement and the date benefits commence from Social Security (generally at age 62). Regardless of your actual Social Security benefit, you cannot exchange more than 70% of the life annuity payable at retirement for the “level income” option. The price you pay is the amount of reduction in your regular annuity. The price is higher the longer your annuity certain will be paid. Payments under an annuity certain, such as this “level income” option, continue to your named beneficiary should you die prior to age 62.

Voluntary Cash-Out In the event the present value (determined in accordance with actuarial factors set out in the Plan) of your normal retirement benefit (payable in the form of a single life annuity commencing at age 65) is greater than $5,000, but less than or equal to $10,000, you may elect to receive your benefit in the form of a lump sum payment. Certain individuals who participated in the Wausau Insurance Companies Pension Plan receive a portion of their monthly benefit under a group annuity contract with the Equitable Life Assurance Company of the United States (the Equitable). All of the same forms described above may not be available with respect to the payment from the Equitable. Death Benefit In determining whether you satisfy the LM Plan’s 25 years of service requirement for purposes of the Spouse’s Benefit, your employment service with Wausau and/or Nationwide will count as employment service under this Plan.

Note: Wausau Service Corporation employees who were on disability as of December 31, 1999, and who remain on disability through time of death, will be entitled to the pre-retirement death benefits provided under the terms of the NIERP Plan as of December 31, 1998. The death benefits shall not apply to them. Those on disability will continue to accrue benefits under the All Service Benefit formula through December 31, 2013. You may request further information about these death benefits from the Plan Administrator at any time. This section (2) applies to former Wausau employees who are hired by a Participating Employer after January 1, 1999, and who have a benefit accrued under the Nationwide Insurance Enterprise Retirement Plan. Eligibility and Participation If you were vested in your NIERP accrued benefit, then you are eligible to participate in this Plan immediately upon your rehire. If you were not vested in your NIERP accrued benefit, then you are eligible to participate in this Plan upon satisfying the eligibility requirements. For this purpose, your eligible service under NIERP will count as eligible service under this Plan unless 6 or more years have elapsed from the date you terminated employment with Wausau. Vesting If you terminated your employment with Wausau prior to becoming vested in your NIERP Accrued Benefit, your combined vesting service under this Plan will be aggregated with your vesting service under NIERP in

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BEN 67 L-31

determining the vested status of your NIERP Accrued Benefit under this Plan, unless 6 or more years have elapsed from the date you terminated employment with Wausau. In determining the vested status of your benefit accrued under this Plan, your vesting service under NIERP as of December 31, 1998, will count as vesting service under this Plan unless 6 or more years have elapsed from the date you terminated employment with Wausau. Retirement Benefits Normal Retirement Benefit Your NIERP Accrued Benefit is protected and is the minimum benefit you can receive. You may also accrue an additional benefit under the LM Plan based solely on your service and compensation after your hire date. Your LM Plan Benefit will be determined as described in summary plan description. Upon retirement you will receive your vested Combined Benefit, which is the sum of your vested NIERP benefit and your vested LM Plan Benefit. (Your NIERP benefit is reduced by any amount you receive as an annuity from the Equitable Life Insurance Company which reflects benefit accrual service in the Wausau Insurance Companies Pension Plan.) Early Retirement Benefit In determining whether you satisfy the Plan’s 5 continuous years of service requirement for early retirement eligibility, your employment service with Wausau and/or Nationwide will not count as employment service under this Plan.

If you satisfy the Plan’s early retirement eligibility rules, your early retirement benefit will be the sum of:

(a) your vested NIERP Accrued Benefit actuarially reduced using the NIERP’s subsidized early retirement factors, and

(b) your vested Combined Benefit, which will include your Final Average Pay formula benefit (actuarially reduced using the Plan’s subsidized early retirement factors) plus your Cash Balance formula benefit.

Termination Benefit If you terminate employment before eligibility for early or normal retirement, you may commence receiving your termination benefit as early as age 55. If you choose early commencement, your termination benefit will be the sum of:

(a) your vested NIERP Accrued Benefit actuarially reduced using the NIERP nonsubsidized early commencement factors, and

(b) your vested Combined Benefit, which will include your Final Average Pay formula benefit (actuarially reduced using the Plan’s nonsubsidized early commencement factors) plus your Cash Balance formula benefit.

Forms of Benefit The normal and optional forms of benefit that were available to you under NIERP as of your termination of service under NIERP will continue to be available to you under this Plan. The NIERP forms of benefit (based on NIERP actuarial equivalence factors) will apply to your vested NIERP Accrued Benefit, and this Plan’s Final Average Pay formula optional form of benefits (based on this Plan’s actuarial equivalence factors).

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L-32 BEN 67

Death Benefit The death benefits apply to both your vested NIERP Accrued Benefit and your LM Plan Benefit. However, in determining whether you satisfy the Plan’s 25 years of service requirement for purposes of the Spouse’s Benefit, your employment service with Wausau and/or Nationwide will not count as employment service under this Plan. Additional Provisions for Liberty Insurance Holdings, Inc. and Montgomery Mutual Insurance Company Employees Effective with the close of business December 31, 2000, the Liberty Insurance Holdings, Inc. Employee Retirement Plan (the “LIH Plan) and the Montgomery Mutual Insurance Company Pension Plan (the “MMIC Plan”) were merged with the Plan. As a result of this merger, benefits accrued under the LIH Plan and the MMIC Plan as of December 31, 2000, are now payable under this Plan, and certain optional forms of benefit that were available under the LIH Plan and the MMIC Plan are now available under this Plan. The following sections describe additional provisions that apply to former participants in the LIH Plan and the MMIC Plan. (1) This section (1) applies to individuals who were employed by Liberty Insurance Holdings, Inc. (and its directly and indirectly owned subsidiaries) (LIH) or by Montgomery Mutual Insurance Company (MMIC) on December 31, 2000, and who continued in employment with a Participating Employer on January 1, 2001. This section (1) also applies to former LIH and MMIC employees who were hired, without a break in service, by a Participating Employer following the date on which a Participating Employer acquired their prior company, but prior to January 1, 2001. Eligibility and Participation If you were a participant in the LIH or MMIC Plan on December 31, 2000, then you are automatically a participant in this Plan as of January 1, 2001. If you were not a participant in the LIH or MMIC Plan on December 31, 2000, then you can participate in this Plan as soon as you complete a year of eligible service. For this purpose, your eligible service under the LIH or MMIC Plan will count as eligible service under this Plan. The age 21 eligibility requirement does not apply to you. Vesting If your accrued benefit under the LIH or MMIC Plan as of December 31, 2000, (your “LIH Plan Benefit” or your “MMIC Plan Benefit”) was fully vested, that benefit will continue to be fully vested under this Plan. Otherwise your LIH or MMIC Plan Benefit will be fully vested when you have satisfied the vesting provisions under the Plan, counting both your vesting service under the LIH or MMIC Plan and your combined vesting service under the terms of this Plan. You may also be entitled to an All Service Benefit under this Plan. This benefit is also fully vested when you have satisfied the vesting provisions under the Plan, your years of vesting service, and your prior vesting service under the LIH or MMIC Plan will count for this purpose as well. The Plan’s age 18 exclusion for vesting service will not apply to you. Retirement Benefits Normal Retirement Benefit Your LIH or MMIC Plan Benefit is protected, and is the minimum benefit you can receive under this Plan. You may also be entitled to an All Service Benefit that counts both your pre-2001 Compensation and service under the LIH or MMIC Plan and your post-2000 Compensation and service under the Final Average Pay

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BEN 67 L-33

formula under this Plan. Note that you are not eligible for the Plan’s Career Average Pay formula. Your All Service Benefit will be determined solely under the Plan’s Final Average Pay formula.

Your normal retirement benefit under the Plan (expressed as a single life annuity payable at age 65) will be the greater of (a) or (b) plus (c): (a) your vested LIH or MMIC Plan Benefit, or

(b) your All Service Benefit. This is the vested accrued benefit, if any, determined in accordance with the Plan’s Final Average Pay formula, counting your years of benefit accrual service under this Plan, as well as the LIH or MMIC Plans for service through December 31, 2013. For purposes of calculating your Final Average Pay, Annual Compensation, and primary Social Security offset amount will be included in the formula.

(c) your vested Cash Balance formula benefit Special Rules for 50/5 Individuals If, as of December 31, 2000, you had both attained age 50 and accrued at least 5 years of vesting service under the LIH or MMIC Plan, your combined normal retirement benefit under the LM Plan’s Final Average Pay formula (expressed as a single life annuity payable at age 65) will be the greatest of:

(a) your LIH or MMIC Plan Benefit;

(b) your All Service Benefit (described above) or;

(c) the sum of (i) and (ii) where: (i) is the your LIH or MMIC Plan Benefit, adjusted for any post-2000 increases in your Final

Average Pay,

(ii) is the benefit determined under the terms of this Plan taking into account only your service with a Participating Employer after December 31, 2000.

In addition, you may be eligible for a benefit under the LM Plan’s Cash Balance formula. Early Retirement You will be entitled to early retirement benefits if you are vested and have 5 years of continuous service from your most recent hire date with the RAM Companies. Your vesting service under the LIH or MMIC Plan will count towards satisfying the vesting provisions under the Plan.

If you satisfy the Plan’s early retirement eligibility rules, your early retirement benefit will be the greater of:

(a) your vested LIH or MMIC Plan Benefit actuarially reduced using the LIH or MMIC Plan’s early retirement factors, or

(b) your vested All Service Benefit (or special 50/5 accrued benefit if greater). The Final Average Pay formula component of the All Service Benefit will be actuarially reduced using the Plan’s subsidized early retirement factors.

Termination Benefit If you terminate employment before eligibility for early or normal retirement, you may commence receiving your termination benefit as early as age 55. If you choose early commencement, your termination benefit will be the greater of:

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(a) your vested LIH or MMIC Plan Benefit actuarially reduced using the LIH or MMIC Plan’s early retirement factor, or

(b) your vested All Service Benefit (or special 50/5 accrued benefit, if greater). The Final Average Pay formula component of the All Service Benefit will be actuarially reduced using the Plan’s non-subsidized early commencement factors.

Optional Forms of Benefit Optional forms of benefit that were available to you under the LIH or MMIC Plan will continue to be available to you for your Final Average Pay benefit only (except as provided below). Each optional form of benefit available to you will be applied separately to your LIH or MMIC Plan Benefit and the Final Average Pay formula benefit component of your All Service Benefit, using the actuarial equivalence factors in the Plan, and you will be entitled to the greater of the two resulting retirement benefits Certain and Life Annuity LIH Plan This form of annuity will pay you a monthly pension benefit as long as you live. If you die before you receive payments for 5, 10, or 15 years, whichever you select, payments continue to your named beneficiary until the end of the guaranteed period. There is a cost to selecting a life annuity with 5, 10, or 15 years guaranteed. The cost is paid by you in the form of a reduction in your monthly pension benefit. So, the amount of annuity under one of these guaranteed payment options is always less than the single life annuity you could otherwise elect. MMIC Plan The normal form of payment for the vested accrued benefit as of December 31, 2000 will be a ten year certain and life annuity for single retirees. Lump Sum Option

LIH Plan If you retire, you can choose to receive a portion of your accrued benefit in the form of a lump sum payment. However, this lump sum payment cannot exceed the actuarially equivalent present value of your accrued December 31, 2000, LIH Plan Benefit. A limited lump sum distribution option may also be available to you if you terminate employment prior to retirement. This limited lump sum option represents the actuarially equivalent present value of your accrued December 31, 2000, LIH Plan Benefit (expressed payable in the form of a single life annuity commencing at age 65) and is available in the event the present value is less than $25,000. You must elect to take this actuarially equivalent lump sum within 30 days after this option is offered to you following your termination of employment. If you elect the lump sum option and your accrued benefit is greater than the benefit that is available to you as a lump sum, your additional benefit will be paid to you in one of the annuity forms of payment available under the LM Plan. MMIC Plan You can choose to receive a portion of your accrued benefit in the form of a lump sum payment. However, this lump sum payment cannot exceed the actuarially equivalent present value of your accrued December 31, 2000 MMIC Plan Benefit.

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BEN 67 L-35

If you elect the lump sum option and your accrued benefit is greater than the benefit that is available to you as a lump sum, your additional benefit will be paid to you in one of the annuity forms of payment available under the Plan. Death Benefit In determining whether you satisfy the Plan’s 25 years of service requirement for purposes of the Spouse’s Benefit, your employment service with the RAM Companies will count as employment service under this Plan. The one-year period of marriage requirement will not apply in determining your eligibility for qualified joint and survivor annuity and qualified pre-retirement survivor annuity benefits, or Spouse’s Benefits. (2) This section (2) applies to former RAM Companies employees who are hired by a Participating Employer after January 1, 2001, and who have a benefit accrued under the Liberty Insurance Holdings, Inc. Employee Retirement Plan or the Montgomery Mutual Insurance Company Pension Plan. Eligibility and Participation If you were vested in your LIH or MMIC Plan accrued benefit, then you are eligible to participate in this Plan immediately upon your rehire. If you were not vested in your LIH or MMIC Plan accrued benefit, then you are eligible to participate in this Plan upon satisfying the eligibility requirements. For this purpose, your eligible service under the LIH or MMIC Plan will count as eligible service under this Plan unless 6 or more years have elapsed from the date you terminated employment with the RAM Companies. Vesting If you terminated your employment with LIH or MMIC prior to becoming vested in your LIH or MMIC Plan accrued benefit, your vesting service under this Plan will be aggregated with your vesting service under the LIH or MMIC Plan in determining the vested status of your LIH or MMIC Plan accrued benefit (payable under this Plan), unless 6 or more years have elapsed from the date you terminated employment with the RAM Companies. In determining the vested status of your benefit accrued under this Plan, your vesting service under the LIH or MMIC Plan as of December 31, 2000, will count as vesting service under this Plan unless 6 or more years have elapsed from the date you terminated employment with the RAM Companies. Retirement Benefits Normal Retirement Your LIH or MMIC Plan accrued benefit is protected, and is the minimum benefit you can receive under this Plan. You may also accrue an additional benefit under this Plan based solely on your service and Compensation after your hire date, that is, your LM Plan Benefit. Your LM Plan Benefit will be determined as described in this summary plan description. Upon retirement you will receive the sum of your vested LIH or MMIC Plan accrued benefit and your LM Plan Benefit. Early Retirement In determining whether you satisfy the Plan’s 5 continuous years of service requirement for early retirement eligibility, your previous employment service with the RAM Companies will not count as employment service under this Plan. If you satisfy the Plan’s early retirement eligibility rules, your early retirement benefit will be the sum of:

(a) your vested LIH or MMIC Plan accrued benefit actuarially reduced using the LIH or MMIC Plan’s early retirement factors, and

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L-36 BEN 67

(b) your vested accrued FAP benefit determined in accordance with the Plan’s Final Average Pay formula actuarially reduced using the Plan’s subsidized early retirement factors

Termination Benefit If you terminate employment before eligibility for early or normal retirement, you may commence receiving your termination benefit as early as age 55. If you choose early commencement, your termination benefit will be the sum of:

(a) your vested LIH or MMIC Plan accrued benefit actuarially reduced using the LIH or MMIC Plan early

retirement factors, and

(b) your vested LM Plan Final Average Pay formula benefit actuarially reduced using the Plan’s non-subsidized early commencement factors.

Forms of Benefit The normal and optional forms of benefit that were available to you under the LIH or MMIC Plan as of your termination of service under those plans will continue to be available to you under this Plan. The LIH or MMIC Plan forms of benefit (based on LIH or MMIC Plan actuarial equivalence factors) will apply to your vested LIH or MMIC Plan accrued benefit, and the Plan’s forms of benefit (based on both this Plan’s actuarial equivalence factors) will apply to your vested LM Plan Benefit. You may request more detailed information from the Plan Administrator about the optional forms of benefit available to you at any time. Death Benefit The death benefits apply to both your vested LIH or MMIC Plan accrued benefit and your LM Plan Benefit. However, in determining whether you satisfy the Plan’s 25 years of service requirement for purposes of the Spouse’s Benefit, your prior employment service with the RAM Companies will not count as employment service under this Plan. Additional Provisions Specific to Former Liberty Financial Companies, Inc. Employees Effective December 12, 2001, Liberty Financial Companies, Inc. Pension Plan (LFC Plan) was merged with the Plan. As a result of this merger, benefits payable under the LFC Plan are now payable under this Plan and optional forms of benefits that were available under the LFC Plan are now available under this Plan.

This section applies to individuals who were employed by Liberty Financial Companies, Inc. (and its participating directly, or indirectly owned subsidiaries) and who remained employed by the Liberty Mutual (or a Participating Employer) as of January 1, 2003 or later.

Eligibility and Participation If you were a participant in the LFC Plan, then you are automatically a participant in this Plan as of your date of hire by a Participating Employer. If you were not a participant in the LFC Plan, then you can participate in this Plan as soon as you complete a year of eligible service. For this purpose, your eligible service under the LFC Plan will count as eligible service under this Plan.

Vesting If your accrued benefit under the LFC Plan was fully vested, that benefit will continue to be fully vested under this Plan. Otherwise, your LFC Plan benefit will be fully vested when you have satisfied the vesting provisions under the Plan, your years of vesting service, counting both your vesting service under LFC and your combined

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vesting service under the terms of this Plan (subject to the break-in-service rules).

Retirement Benefits Your LFC Plan benefit is protected and is the minimum benefit you can receive under this Plan. If you were hired directly into a Participating Employer from LFC without a break-in service, you may also be entitled to an All Service Benefit that counts:

• your pay and service at LFC;

• your pay through termination and service through December 31, 2013 with a Participating Employer;

Your All Service Benefit will be determined solely under the Plan’s Final Average Pay formula. Your normal retirement benefit under the Plan (expressed as a single life annuity at age 65) will be the greater of (1) your vested LFC Plan benefit plus or (2) your All Service Benefit.

In addition, you may be eligible for a benefit under the Plan’s Cash Balance formula. Additional Provisions Specific to Former Ohio Casualty Insurance Company Employees Effective January 1, 2008, the assets and liabilities from the Ohio Casualty Insurance Company Employees Retirement Plan (the ERP) were merged with the Plan. As a result of this merger, benefits accrued under the ERP as of December 31, 2007, are now payable under this Plan and certain optional forms of benefit that were available under the ERP are now available under this Plan. The following sections describe additional provisions that apply to former participants in the ERP. (1) This section (1) applies to individuals who were employed by The Ohio Casualty Insurance Company on December 31, 2007, and who continued in employment with the Liberty Mutual or a Participating Employer on January 1, 2008.

Eligibility and Participation If you were a participant in the ERP on December 31, 2007, then you are automatically a participant in this Plan as of January 1, 2008. If you were not a participant in the ERP on December 31, 2007, then you can participate in this Plan as soon as you complete a year of eligible service (see “Eligibility and Participation” section). For this purpose, your eligible service under the ERP will count as eligible service under this Plan.

Vesting If your accrued benefit under the ERP as of December 31, 2007 was fully vested, that benefit will continue to be fully vested under this Plan. Otherwise your ERP benefit will be fully vested when you have satisfied the vesting provisions under the Plan, your years of vesting service, counting both your vesting service under the ERP and your combined vesting service under the terms of this Plan.

Retirement Benefits

Normal Retirement Benefit Your accrued vested ERP Benefit (the pre-July 1, 2004 and post June 30, 2004 through December 31, 2007 benefit) is protected, and is the minimum benefit you can receive under this Plan. At your normal retirement date, you will be eligible to commence your vested frozen June 30, 2004 benefit. In addition, for your benefit accrued post June 30, 2004, you will be entitled to the higher of a benefit calculated under the ERP for the period July 1, 2004 through December 31, 2007 or a benefit using your Ohio Casualty Insurance Company (OCIC) compensation and the provisions of the Plan. Any benefit accrued January 1, 2008 forward will be

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calculated using the Plan provisions.

Early Retirement (For June 30, 2004 Benefits Only) Effective January 1, 2008, you will be entitled to early retirement benefits if you are at least age 55 and have five years of continuous service from your most recent hire date with OCIC. Your vesting service under the ERP will count towards satisfying the 5 year service requirement. Your pension based on your June 30, 2004 benefit will be calculated on the basis of your Final Average Compensation as of June 30, 2004, your credited service as of June 30, 2004 and the Social Security Covered Compensation amount in effect as of June 30, 2004. If you begin to receive your benefit before your normal retirement date, your benefit will be reduced based on:

• the number of months you begin to receive your benefits before your normal retirement date, or if less,

• the number of months you begin to receive your benefits before the first-day-of-the-calendar- month on, or, next following that date on which you would have been at least age 62 and have completed 30 years of vesting service.

Termination Prior to Early Retirement (For June 30, 2004 Benefits Only) If you leave the Company before early retirement for any reason other than death after becoming a vested ERP participant, you will be entitled to (i) a benefit based on your June 30, 2004 benefit at age 65 (or a reduced benefit at age 55 if you were vested at the time of your termination) and (ii) a benefit based on your post-June 30, 2004 benefit as early as the first day of the calendar month following your separation of service. If you elect to begin to receive your benefit before age 65, your June 30, 2004 benefit will be reduced by 0.4% for each month you receive payments before your normal retirement date. As noted above, payments based on your June 30, 2004 benefit may not begin until after you have attained at least age 55 and satisfied the vesting provisions under the Plan.

Termination prior to Early Retirement (For Post-June 30, 2004 – December 31, 2007 Benefit) If your employment terminates for any reason other than death, but prior to Early Retirement, you will be eligible to receive a benefit equal to the higher of (i) your accrued benefit under the ERP for the period June 30, 2004 through December 31, 2007 or (ii) a benefit calculated using your OCIC Compensation and the Plan provisions of this Plan for the period June 30, 2004 through December 31, 2007. You may elect to receive your post-June 30, 2004 through December 31 2007 benefit calculated under the ERP formula as soon as administratively practicable following termination of employment. Deferring receipt of your ERP post-June 30, 2004 Plan benefit will lessen the reduction for early commencement of that benefit.

Retirement Disability Provision Employees on Disability Retirement as of December 31, 2007 will continue to receive credited service under the Plan for purposes of determining eligibility for Early Retirement reductions on their June 30, 2004 benefit only and will continue to accrue this service until their pension starts; they reach their normal retirement date, or cease to be disabled, whichever occurs first. If you want to begin receiving your June 30, 2004 benefit before your normal retirement date, your pension based on your June 30, 2004 benefit will be reduced based on the number of months you begin to receive your benefits before the first-day-of-the-calendar month or, next following that date on which you would have been at least age 62 and have completed 30 years of vesting service.

Your pension based on your Post-June 30, 2004 benefit may begin as early as the first day of the calendar month coincident with, or next following, the date on which you are determined to be totally and permanently disabled.

Optional Forms of Benefit

Optional forms of benefit that were available to you under ERP will continue to be available to you for your Final Average Pay formula benefit only. The optional forms of benefit that are available to you are as follows.

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(Note: If you are married, you must obtain your spouse’s written approval to elect these optional forms of payment.) Straight Life Annuity This optional form of payment will provide you with a monthly pension payable to you as long as you live. Payments will stop upon your death. If you are not married at the time you elect to receive your benefit, your normal form of payment will be the Straight Life Annuity. If you are a married participant at the time you commence your benefits, your spouse must provide notarized consent. Life Annuity with Ten-Year Certain This form of annuity will pay you a monthly pension benefit as long as you live. If you die before you receive payments for 10 years (120 months) of benefit payments, your named beneficiary will receive the payments for the remainder of the 10-year period. If you die after having received 10-years of benefit payments there will be no additional payments made to your named beneficiary. Joint & Survivor Options If you are a married participant, your normal form of benefit is a 50% joint and survivor annuity (Qualified Joint and Survivor Annuity Option). This option provides a reduced benefit to you and 50% of your reduced benefit to your surviving spouse upon your death. You may also elect a Joint and Survivor annuity that will provide a reduced benefit and provide a survivor benefit of 66-2/3%, 75% a 100% to your surviving spouse. Married and unmarried participants may elect to have payments continue after their death to a surviving Contingent Annuitant other than the spouse. This benefit is called a Contingent Annuitant “Option”. You may elect to have either 25%, 33-1/3%, 50%, 66-2/3%, 75% or 100% of your ERP benefit continue after your death to your surviving Contingent Annuitant. Note: If you are married, any election other than the 50%, 66-2/3%, 75% or 100% joint and survivor annuity with your spouse as survivor annuitant will require your spouse’s notarized consent. Lump Sum For your pension benefit attributable to your service post-June 30, 2004, through December 31, 2007, you may elect to receive such benefit in a lump sum. The lump sum will equal at least the actuarial present value of your normal form of payment under the ERP. You may elect this option as a married participant, but you will be required to provide your spouse’s notarized consent. Plan Contributions If you contributed to the ERP (prior to July 1, 1971) and die prior to the date you have received the benefit of your contributions any of your contributions that remain in the Plan will be paid, with interest, in a lump sum to your beneficiary.

Pre-retirement Survivor Annuity

50% Pre-retirement survivor annuity The 50% pre-retirement survivor annuity provides a reduced pension benefit to the surviving spouse of a vested participant who dies prior to retirement and before his or her pension commences. With this coverage, your spouse is eligible to receive 50% of the pension you would have received if you had retired on the day before your death and your pension had commenced. Prior to January 1, 2008, married vested participants who attained at least age 55 were required to make an election to receive pre-retirement survivor annuity coverage. Your pension was reduced to reflect the cost of the pre-retirement survivor annuity for the period of time you were covered. Effective January 1, 2008 the 50% pre-retirement survivor annuity will be provided to all married vested participants with no further reductions to your pension.

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100% Pre-retirement survivor annuity The 100% pre-retirement survivor annuity provides your surviving spouse with 100% of the pension you would have received if you had retired on the day before your death and your pension had commenced. Your pension will be reduced to reflect the cost for the period of time you were covered with the pre-retirement survivor annuity. The 100% pre-retirement survivor annuity is available to you if you are a married participant who has attained age 55 and have satisfied the vesting provisions under the Plan. Please note there will continue to be a charge for this coverage option; however, you may elect the 50% pre-retirement survivor annuity coverage, at any time, to eliminate future reductions to your benefits.

Death Benefit

The death benefit applies to your benefit accrued under this Plan’s provisions. However, in determining whether you satisfy the Plan’s 25 years of service requirement for purposes of the Spouse’s Benefit, your employment services with The Ohio Casualty Insurance Company will count as employment under this Plan. The one-year period of marriage requirement will not apply in determining your eligibility for qualified joint and survivor annuity and pre-retirement annuity benefits for your accrued vested benefit under ERP.

A special option exists for your accrued ERP benefit from June 30, 2004 through December 31, 2007 (post-June 30, 2004 ERP benefit). Your surviving spouse may also elect to receive his or her post-June 30, 2004 ERP benefit in a lump sum. He or she may elect to receive the lump sum payment as early as the first-day-of-the-calendar-month following your death; however, this lump sum option must be selected before the monthly benefit would otherwise begin.

(2) This section (2) applies to former Ohio Casualty Insurance Company employees who are hired by a Participating Employer after January 1, 2008, and who have a benefit accrued under The Ohio Casualty Insurance Company Employees Retirement Plan (ERP). Eligibility and Participation If you were vested in your ERP accrued benefit, then you are eligible to participate in this Plan immediately upon rehire. If you were not vested in your ERP accrued benefit, then you are eligible to participate in the Plan upon satisfying the eligibility requirements. For this purpose, your eligible service under the ERP will count as eligible service under this Plan unless six or more years have elapsed from the date your employment terminated at The Ohio Casualty Insurance Company. Vesting If your employment at The Ohio Casualty Insurance Company terminated prior to your becoming vested in your ERP accrued benefit, your vesting service under this Plan will be aggregated with your vesting service under ERP in determining the vested status of your ERP accrued benefit under the Plan, unless 6 or more years have elapsed from the date your employment terminated at The Ohio Casualty Insurance Company. Retirement Benefits Normal Retirement Benefit Your ERP Benefit (the pre-July 1, 2004 and post June 30, 2004 through December 31, 2007 Benefit) is protected, and is the minimum benefit you can receive under this Plan. You may also accrue an additional benefit under the Plan based solely on your service and compensation after your hire date (a “LM Plan Benefit”). Your LM Plan Benefit will be determined as described in the Plan’s summary plan descriptions. Upon retirement you will receive a Combined Benefit, which is the sum of your vested ERP benefit and your LM Plan Benefit. Early Retirement (For June 30, 2004 Benefits Only) and Early Commencement (For your Post-June 30, 2004

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– December 31, 2007 Benefit Only) Your accrued pension benefit through June 30, 2004 will be calculated on the basis of your Final Average Compensation as of June 30, 2004, your credited service as of June 30, 2004 and the Social Security Covered Compensation amount in effect as of June 30, 2004. You may retire and begin receiving your June 30, 2004 benefit as early as age 55 if you have satisfied the vesting provisions under the Plan. If you elect to retire early you can defer receipt of your monthly pension benefit until a future date. Deferring receipt of your June 30, 2004 ERP benefit will lessen the early retirement reduction. If you want to begin receiving your June 30, 2004 benefit before your normal retirement date, your pension based on your June 30, 2004 benefit will be reduced based on:

• the number of months you begin to receive your benefit before your normal retirement date, or if less,

• the number of months you begin to receive your benefits before the first-day-of-the-calendar month on, or, next following that date on which you would have been at least age 62 and have completed 30 years of vesting service.

Your pension based on your post-June 30, 2004 benefit will be calculated on the basis of your Final Average Compensation, your credited service after June 30, 2004 and your age. You may commence your post-June 30, 2004 benefit at any time following your termination of employment from Ohio Casualty Insurance Company or a Participating Employer. Deferring receipt of your post-June 30, 2004 ERP benefit will lessen the reduction for early commencement of that benefit. Optional Forms of Benefit Optional forms of benefit that were available to you under the ERP will continue to be available to you for your Final Average Pay benefit only. Death Benefit The death benefits apply to both your ERP and the LM Plan Benefit. However, in determining whether you satisfy the Plan’s 25 years of service requirement for the purposes of the Spouse’s Benefit, your employment service with The Ohio Casualty Insurance Company will not count as employment service under the Plan. Additional Provisions Specific to Former Liberty Mutual Agency Corporation Employees On December 31, 2012, the assets and liabilities from the Liberty Mutual Agency Corporation Retirement Plan (LMAC Plan) were merged with this Plan. As a result of this merger, benefits accrued under the LMAC Plan as of December 31, 2012, are now payable under this Plan and optional forms of benefits that were available under the LMAC Plan are now available under this Plan. The following sections describe additional provisions that apply to former participants in the LMAC Plan. (1) This section applies to individuals who were employed by LMAC, or its direct subsidiaries, on December 31, 2012, and who continued in employment with the Company on January 1, 2013. Eligibility and Participation If you were a participant in the LMAC Plan on December 31, 2012, then you are automatically a participant in this Plan as of January 1, 2013. If you were not a participant in the LMAC Plan on December 31, 2012, then you may participate in this Plan as soon as you complete one year of eligible service. For this purpose, your service under the LMAC Plan will count as eligible service under this Plan.

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Vesting If your accrued benefit under the LMAC Plan as of December 31, 2012, was fully vested that benefit remains fully vested under this Plan. Otherwise, your LMAC benefit will become fully vested when you have satisfied the vesting provisions under the Plan, counting both your vesting service under the LMAC Plan and your vesting service under the terms of this Plan.

Retirement Benefits

Normal Retirement Benefit Your accrued vested LMAC Plan benefit (valued as of December 31, 2012) is protected and is the minimum benefit you can receive under this Plan. You may also accrue an additional benefit under the Plan based solely on your service and Compensation after December 31, 2012 (a “Post-2012 Benefit”). Your Post-2012 Benefit will be determined as described in the Plan’s summary plan description. Upon retirement, you will receive the sum of your vested LMAC Plan benefit and your vested Post-2012 Benefit, and if applicable, an accrued benefit for service with Liberty Mutual or a Participating Employer that was accrued prior to January 1, 2011. Early Retirement Your accrued LMAC Plan benefit through December 31, 2012 will be calculated on the basis of your Final Average Compensation, your credited service and the Social Security Covered Compensation amount in effect as of December 31, 2012. You may retire and begin receiving your LMAC Plan benefit as early as age 55 if you have satisfied the vesting provisions under the Plan. If you elect to retire early, you can defer receipt of your monthly pension benefit until a future date. Deferring receipt of your LMAC Plan benefit will lessen the early retirement reduction. If you want to begin receiving your LMAC Plan benefit before your normal retirement date, your pension based on your LMAC Plan benefit will be reduced as described in the "Early Retirement” section of this SPD.

Termination Benefit

If you terminate employment before eligibility for early or normal retirement, you may commence receiving your termination benefit as early as age 55. If you choose early commencement, your termination benefit will be actuarially reduced using the Plan’s nonsubsidized early retirement factors. General Information

Administrative Information Name of Plan Liberty Mutual Retirement Benefit Plan Plan Number 001 Plan Sponsor Liberty Mutual Group Inc.

EIN: 04-3583679 Plan Administrator The Liberty Mutual Retirement Committee, whose

members are:

David H. Long Neeti Bhalla Johnson Dennis J. Langwell Melanie M. Foley Mark C. Touhey James F. Kelleher

Address: 175 Berkeley Street

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c/o Benefits Department, M03E Boston, MA 02116 Phone: (617)357-9500

Type of Plan Defined Benefit Plan Plan Year January 1 through December 31 Type of Plan Administration Third party administration Plan Recordkeeper Hewitt Associates LLC Agent for Service of Legal Process Process may be served on the Plan Administrator to

the attention of Melanie Foley at: Liberty Mutual Insurance Company c/o Benefits Department, M03E 175 Berkeley Street Boston, MA 02116

Funding Mechanism All Plan funds are held in trust Plan Trustee Bank of New York Mellon Assets Plan assets consist of investments held in a trust and

funds held under an investment contract with and annuities purchased from Metropolitan Life Insurance Company

Participating Employers A complete list of Participating Employers may be obtained upon written request to the Plan Administrator and is available for examination at the Plan Administrator’s office on the my Liberty Employee Center under Legal Information.

Benefits are paid in accordance with the Plan document. Benefit Restrictions In accordance with the Internal Revenue Code rules, benefit restrictions may apply depending on the funded status of the Plan, whether the Company has filed for bankruptcy, or whether you are one of the twenty-five most highly compensated employees or former employees of the Company and its affiliates. For example, the benefit amount you may receive in the form of a lump sum payment, where applicable, may be limited. You will be notified in the event benefit restrictions apply to you. Benefit Guarantees Your pension benefits under the Plan are insured by the Pension Benefit Guaranty Corporation (PBGC), a federal insurance agency. If the Plan terminates (ends) without enough money to pay all the benefits, the PBGC will step in to pay pension benefits. Most people receive all of the pension benefits they would have received under the Plan, but some people may lose certain benefits. The PBGC guarantee generally covers:

(1) Normal and early retirement benefits;

(2) Disability benefits if you become disabled before the Plan terminates; and

(3) Certain benefits for your survivors. The PBGC guarantee generally does not cover: (1) Benefits greater that the maximum guaranteed amount set by law for the year in which the Plan terminates;

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(2) Some or all of benefits increases and new benefits based on Plan provisions that have been in place for fewer than 5 years at the time the Plan terminates;

(3) Benefits that are not vested because you have not worked long enough for the company;

(4) Benefits for which you have not met all of the requirements at the time of the Plan terminates;

(5) Certain early retirement payments (such as supplemental benefits that stop when you become eligible for Social Security) that results in an early retirement monthly benefit greater than your monthly benefit at the Plan’s normal retirement age; and

(6) Non–pension benefits, such as health insurance, life insurance, certain death benefits, vacation pay, and severance pay.

Even if certain of your benefits are not guaranteed, you still may receive some of those benefits from the PBGC depending on how much money the Plan has and on how much the PBGC collects from employers. For more information about the PBGC and the benefits it guarantees, ask your Plan Administrator or contact the PBGC’s Technical Assistance Division, 1200 K Street N.W., Suite 930, Washington, D.C. 20005-4026 or call 202-326-4000 (not a toll-free number). TTY/TDD users may call the federal relay service toll free at 1-800-877-8339 and ask to be connected to 202-326-4000. Additional information about the PBGC’s pension insurance program is available through the PBGC’s website on the Internet at www.pbgc.gov.