Meritor Acquisition and 2022 Financial Results
Cummins Inc.
Deposit Share Program
1. Purposes
2.
The purpose of the Program is to galvanize key members of the Company's executive team to lead the Company through its long-term
strategic transformation and encourage them to augment their investment in the Company by offering them an opportunity to invest in the
Company's common stock on favorable terms.
Definitions
Capitalized terms used in this Plan have the following meanings:
2.1 Award Letter means the document notifying the Participant of his or her participation in the Program along with specific terms
related to such participation.
2.2 Acquisition Period means the period during which the Participant may acquire shares pursuant to the Program. The Acquisition
Period shall, unless otherwise determined by the Committee, be the period from May 15, 2023 through May 31, 2023.
2.3 Change of Control means a "Change of Control" as defined in the Omnibus Incentive Plan.
2.4 Committee means the Talent Management and Compensation Committee of the Board of Directors of the Company.
2.5 Company means Cummins Inc., or any successor thereto.
2.6 Disability means a “Disability” as defined in the Omnibus Incentive Plan.
2.7
Effective Date means February 13, 2023, which is the effective date of the Program.
2.8 Exchange Act means the Securities Exchange Act of 1934, as amended.
2.9 Grant Date means the date on which Matching RSUs are granted pursuant to the Program.
2.10 Holding Period means the time period during which a Participant is required to retain Newly Acquired Shares in order to have the
restrictions lapse on Matching RSUs. The Holding Period shall, unless otherwise determined by the Committee, be the period
ending on the fifth (5th) anniversary of the last day of the Acquisition Period.
2.11 Matching RSU means a restricted stock unit awarded to a Participant under this Program pursuant to the Omnibus Incentive Plan.
2.12 Minimum Commitment means the minimum number of Newly Acquired Shares that a Participant must commit to hold for the
Holding Period as a condition to be granted an equivalent number of Matching RSUs under the Program. The Minimum
Commitment for a Participant shall, unless otherwise determined by the
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