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GE Energy Supplementary Pension PlanExhibit 10.1

Amended as of January 1, 2025

Introduction

The GE Energy Supplementary Pension Plan consists of two parts as set forth herein. 

Part I describes Supplementary Pension Annuity Benefits, and Part II describes

Executive Retirement Installment Benefits.

Effective January 1, 2023 in anticipation of General Electric Company’s split into three

separate companies comprising General Electric Company’s aviation, healthcare, and

energy businesses, respectively, the benefits and liabilities under the GE

Supplementary Pension Plan (renamed the GE Aerospace Supplementary Pension

Plan) attributable to certain individuals were transferred to this Plan, as described in

Appendix A.  After December 31, 2022, no individual whose benefit was transferred to

this Plan from the GE Supplementary Pension Plan (nor any of their beneficiaries) shall

accrue additional benefits or service, or have any rights, under, or with respect to, the

GE Supplementary Pension Plan (even if such individual is subsequently employed by,

or has service with, the General Electric Company or the GE Affiliates), unless the

individual’s benefit is transferred back to the GE Supplementary Pension Plan in

accordance with Appendix A. Because this Plan is a continuation of the GE

Supplementary Pension Plan, this document includes the provisions of the GE

Supplementary Pension Plan that applied before January 1, 2023.  Effective January 1,

2025, the Plan is amended and restated as set forth herein.

Notwithstanding any other provision to the contrary, effective January 1, 2011, Part I of

the Plan is closed.  Accordingly, an Employee shall be eligible for a Supplementary

Pension Annuity Benefit only if he participated in this Plan on or before December 31,

2010 (and shall actually receive such benefit only if he meets all the other applicable

requirements therefor).  For purposes of determining whether an Employee participated

in the Plan on or before December 31, 2010:  (a) any period of service described in

Section XV(b) shall be disregarded and (b) an Employee shall be deemed to have met

such requirement if he waived participation in the GE Energy Pension Plan, but was

otherwise eligible to participate in this Plan and is not an Excluded Employee or

Ineligible Employee under the GE Energy Pension Plan.

Notwithstanding any other provision to the contrary, effective December 31, 2020,

benefits under Part I of the Plan are frozen, and no Employee shall accrue benefits

under Part I of the Plan after such date.  Prior to January 1, 2021, Part I and Part II of

the Plan provided mutually exclusive benefits, and eligible Employees earned their

entire benefits under the Plan either under Part I or Part II, but not both.  However,

Employees who are eligible for and participating under Part I of the Plan on

December 31, 2020, shall commence participation under Part II of the Plan on

January 1, 2021.  An Employee will be considered to be eligible for and participating

under Part I of the Plan and will be eligible to participate under Part II of the Plan only if,

on December 31, 2020, the Employee:  (A) was assigned to the GE executive or higher

career band; (B) was employed by the Company; and (C) was enrolled in the GE

Energy Pension Plan (i.e., had not waived or suspended participation in the GE Energy

Pension Plan).

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Further notwithstanding any other provision to the contrary, Part II of the Plan is closed

effective January 1, 2021.  Accordingly, an Employee shall be eligible for an Executive

Retirement Installment Benefit only if he was eligible for and participating under Part I or

Part II of the Plan on December 31, 2020 (and shall actually receive such benefit only if

he meets all the other applicable requirements therefor).  For the avoidance of doubt, an

Employee who was previously eligible for Part II of the Plan will not be eligible to accrue

future Benefit Service under Part II of the Plan if, on December 31, 2020, the Employee: 

(A) was not assigned to the GE executive or higher career band or (B) was not

employed by the Company.

The Benefits Administrative Committee may adopt such rules as it deems necessary to

determine which Part of the Plan applies to which Employees.

As described in Section XXIII, certain provisions of Part I apply to Part II, but no

provisions of Part II apply to Part I (except that the service disregard rule in

Section XV(b) shall apply in determining which Part of the Plan applies to which

Employees).

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Part I:  Supplementary Pension Annuity Benefits

(closed to new participants and frozen)

As more fully described in the Introduction (and subject to the rules thereof), this

Part I of the Plan is closed effective January 1, 2011, and an Employee shall be eligible

to participate under this Part I (and not Part II) only if he participated in the Plan on or

before December 31, 2010 (and shall actually receive a benefit under this Part only if he

meets all the other applicable requirements therefor).  In addition, effective December

31, 2020, benefits under Part I of the Plan are frozen, and no Employee shall accrue

benefits under Part I of the Plan on and after such date.  Employees who were eligible

for and participating under this Part I of the Plan on December 31, 2020, shall

commence participation under Part II of the Plan on January 1, 2021.

Section I.Eligible Employees

Each Employee who (i) participated in the Plan on or before December 31, 2010, (ii) is

assigned to the Sponsor’s executive or higher career band (or a position of equivalent

responsibility as determined by the Benefits Administrative Committee), (iii) has five or

more years of Pension Qualification Service and (iv) is a participant in the GE Energy

Pension Plan shall be eligible to participate, and shall participate, in this Supplementary

Pension Plan to the extent of the benefits provided herein, provided that:

(a)the foregoing shall not apply to an Employee of a Company other than the

Sponsor which has not agreed to bear the cost of this Plan with respect to

its Employees;

(b)except as provided in Section V, an Employee who retires under the

optional retirement provisions of the GE Energy Pension Plan before the

first day of the month following attainment of age 60, or an Employee who

leaves the Service of the Company before attainment of age 60, shall not

be eligible for a Supplementary Pension under this Plan; and

(c)no individual shall accrue a benefit under this Part I in respect of any

period after December 31, 2020.

An employee of any other company who participates in the GE Energy Pension Plan,

though the employing company does not participate in the GE Energy Pension Plan,

shall be eligible for benefits under this Plan, provided that such employee meets the job

position requirement specified above, and the employee’s participation in the

Supplementary Pension Plan is accepted by the Benefits Administrative Committee.

An Employee who was eligible to participate in this Plan by virtue of his assigned

position level or position of equivalent responsibility throughout any consecutive three

years of the fifteen year period ending on either the last day of the month preceding his

termination of Service date for retirement or December 31, 2020, and who meets the

other requirements specified in this Section shall be eligible for the benefits provided

herein even though he does not meet the eligibility requirements on the date his Service

terminates.

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The Benefits Administrative Committee, or its delegate, may approve the continued

participation in the Plan of an individual who is localized outside the United States as an

employee of the Company or an Affiliate and who otherwise meets all of the eligibility

conditions set forth herein during such localization.  The designated individual’s service

and pay while localized, with appropriate offsets for local country benefits, shall be

counted in calculating his Supplementary Pension.  Such calculation and the individual’s

entitlement to any benefits herein shall be determined consistent with the principles of

the Plan as they apply to participants who are not localized, provided that the Benefits

Administrative Committee, or its delegate, may direct such other treatment, if any, as it

deems appropriate.

An Employee who was eligible to participate under this Part I of the Plan and who,

before becoming entitled to a Supplementary Pension under this Part I of the Plan, left

the Service of the Company and all Affiliates shall not again become eligible for a

Supplementary Pension under this Part I of the Plan during any period of reemployment

with the Company that commences on or after January 1, 2021.

Section II.Definitions

(a)Annual Estimated Social Security Benefit - The Annual Estimated Social

Security Benefit shall mean the annual equivalent of the maximum

possible Primary Insurance Amount payable, after reduction for early

retirement, as an old-age benefit to an employee who retired at age 62 on

January 1st of the calendar year in which occurred the earliest of the

following three dates:  (1) the Employee’s actual date of retirement, (2) the

Employee’s date of death, or (3) December 31, 2020; provided, however,

that in the case of an Employee who is a New Plan Participant on the date

of his termination of Service, age 65 shall be substituted for age 62 above. 

Such Annual Estimated Social Security Benefit shall be determined by the

Company in accordance with the Federal Social Security Act in effect at

the end of the calendar year immediately preceding such January 1st.

For determinations which become effective on or after January 1, 1978, if

an Employee has less than 35 years of Pension Benefit Service, the

Annual Estimated Social Security Benefit shall be the amount determined

under the first paragraph of this definition hereof multiplied by a factor, the

numerator of which shall be the number of years of the Employee’s

Pension Benefit Service to the earliest of the following three dates:  (1) his

date of retirement, (2) his date of death, or (3) December 31, 2020, and

the denominator of which shall be 35.

The Annual Estimated Social Security Benefit as so determined shall be

adjusted to include any social security, severance or similar benefit

provided under foreign law or regulation as the Benefits Administrative

Committee may prescribe.

(b)Annual Pension Payable under the GE Energy Pension Plan - The Annual

Pension Payable under the GE Energy Pension Plan shall mean the sum

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of (1) the total annual past service annuity, future service annuity and

Personal Pension Account Annuity deemed to be credited to the Employee

as of the earliest of the following three dates:  (i) his date of retirement, (ii)

his date of death, or (iii) December 31, 2020, plus any interest that is

credited to the Personal Pension Account following December 31, 2020,

and any additional annual amount required to provide the minimum

pension under the GE Energy Pension Plan and (2) with respect to

pension amounts accrued through December 31, 2020, any annual

pension (or the annual pension equivalent of other forms of payment)

payable under any other pension plan, policy, contract, or government

program attributable to periods for which Pension Benefit Service is

granted by the Benefits Administrative Committee or is credited by the GE

Energy Pension Plan provided the Benefits Administrative Committee

determines such annual pension shall be deductible from the benefit

payable under this Plan.  All such amounts shall be determined before

application of any reduction factors for optional or disability retirement, for

election of any optional form of Pension at retirement, a qualified domestic

relations order(s), if any, or in connection with any other adjustment made

pursuant to the GE Energy Pension Plan or any other pension plan.

For the purposes of this paragraph, the Employee’s Annual Pension

Payable under the GE Energy Pension Plan shall include (1) the Personal

Pension Account Annuity deemed payable to the Employee or the

Employee’s spouse on the earliest of the following three dates:  (i) the

date of the Employee’s retirement, (ii) the date of the Employee’s death, or

(iii) December 31, 2020, as the case may be, regardless of whether such

annuity commenced on such date and (2) any interest that is credited to

the Personal Pension Account following December 31, 2020.

(c)Annual Retirement Income - For Employees who retire on or after July 1,

1988 or who die in active Service on or after such date, an Employee’s

Annual Retirement Income shall mean the amount determined by

multiplying 1.75% of the Employee’s Average Annual Compensation by

the number of years of Pension Benefit Service completed by the

Employee at the earliest of the following three dates:  (1) the date of his

retirement, (2) the date of his death, or (3) December 31, 2020.

(d)Average Annual Compensation - For purposes of Part I of the Plan,

Average Annual Compensation means one-third of the Employee’s

Compensation for the highest 36 consecutive months during the last

120 completed months before the earliest of the following dates:  (1) his

date of retirement, (2) his date of death, or (3) December 31, 2020.  For

purposes of Part II of the Plan, Average Annual Compensation means

one-third of the Employee’s Compensation for the highest 36 consecutive

months during the last 120 completed months before the earliest of the

following dates:  (1) if the Employee is demoted, the later of (A) the date

he ceases to be eligible to continue accruing Benefit Service solely

because he is no longer assigned to the Sponsor’s executive or higher

career band or (B) December 31, 2020; (2) his date of retirement; or (3)

the date of his death.  In computing an Employee’s Average Annual

Compensation, his normal straight-time earnings shall be substituted for

his actual Compensation for any month in which such normal straight-time

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earnings are greater.  The Benefits Administrative Committee shall specify

the basis for determining any Employee’s Compensation for any portion of

the 120 completed months used to compute the Employee’s Average

Annual Compensation during which the Employee was not employed by

an employer participating in this Plan.

(e)Benefits Administrative Committee – For purposes of the Plan, “Benefits

Administrative Committee” means the GE Vernova Benefits Administrative

Committee.

(f)Cause - For purposes of Part I of the Plan, “Cause” means, as determined

in the sole discretion of the Benefits Administrative Committee, an

Employee’s:

(1)breach of the Employee Innovation and Proprietary Information

Agreement or any other confidentiality, non-solicitation, or non-

competition agreement with the Company or an Affiliate or breach

of a material term of any other agreement between the Employee

and the Company or an Affiliate;

(2)engagement in conduct that results in, or has the potential to cause,

material harm financially, reputationally, or otherwise to the

Company or an Affiliate;

(3)commission of an act of dishonesty, fraud, embezzlement or theft;

(4)conviction of, or plea of guilty or no contest to, a felony or crime

involving moral turpitude; or

(5)failure to comply with the Company’s and all Affiliate’s’ policies and

procedures, including but not limited to The Spirit and Letter.

(g)Compensation - For periods after December 31, 1969, “Compensation” for

the purposes of this Plan shall mean with respect to the period in question

salary (including any deferred salary approved by the Benefits

Administrative Committee as compensation for purposes of this Plan) plus:

(1)for persons then eligible for Incentive Compensation, the total

amount of any Incentive Compensation earned except to the extent

such Incentive Compensation is excluded by the Benefits

Administrative Committee;

(2)for persons who would then have been eligible for Incentive

Compensation if they had not been participants in a Sales

Commission Plan or other variable compensation plan, the total

amount of sales commissions (or other variable compensation

earned);

(3)for all other persons, the sales commissions and other variable

compensation earned by them but only to the extent such earnings

were then included under the GE Energy Pension Plan;

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plus any amounts (other than salary and those mentioned in clauses

(1) through (3) above) which were then included as Compensation under

the GE Energy Pension Plan except any amounts which the Benefits

Administrative Committee may exclude from the computation of

“Compensation” and subject to the powers of the Committee under

Section IX hereof.

For periods before January 1, 1970, “Compensation” for the purposes of

this Plan has the same meaning as under the GE Energy Pension Plan

applying the rules in effect during such periods.

The definition set forth in this paragraph (e) shall apply to the calculation of

any and all Supplementary Pension benefits payable on and after January

1, 1976.  All such payments made prior to January 1, 1976 shall be

determined in accordance with the terms of the Plan in effect prior to such

date.

Notwithstanding any provision of the Plan to the contrary, in no event will

Incentive Compensation, commissions and similar variable compensation

paid after the end of the calendar year in which the Employee’s Service

terminates be disregarded as Compensation hereunder as a result of the

exclusion of such remuneration from Compensation under the GE Energy

Pension Plan pursuant to the last sentence of the first paragraph of the

definition of “Compensation” set forth in Section XXVI therein.

Notwithstanding the foregoing, “Compensation” for purposes of Part I of

the Plan shall not include amounts of any type earned by an Employee

after December 31, 2020.

(h)GE Energy Excess Benefits Plan – means the GE Energy Excess Benefits

Plan. Prior to January 1, 2023, the GE Energy Excess Benefits Plan was

named the GE Excess Benefits Plan.

(i)GE Energy Pension Plan – means, on and after January 1, 2023, the GE

Energy Pension Plan, as amended from time to time. For periods before

January 1, 2023, it means the GE Pension Plan, as then in effect.

(j)Grandfathered Employee - Grandfathered Employee means an Employee

who did not accrue or acquire a non-forfeitable interest in any benefits

hereunder on or after January 1, 2005.

(k)Grandfathered Plan Benefit - Grandfathered Plan Benefit means:

(1)in the case of Grandfathered Employees, their entire

Supplementary Pension hereunder.

(2)in the case of Grandfathered Specified Employees, the accrued,

non-forfeitable annuity to which the Grandfathered Specified

Employee would have been entitled under this Plan if the

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Grandfathered Specified Employee voluntarily terminated

employment on December 31, 2004, and received a payment of the

benefits available from this Plan (A) on the earliest possible date

allowed under this Plan to receive a payment of benefits following

Separation from Service, and (B) in any payment form permitted

under the GE Energy Pension Plan on December 31, 2004.  If a

Grandfathered Specified Employee elects to receive benefits in the

form of a 75% Alternative Survivor Benefit under the principles of

Section IX.10 of the GE Energy Pension Plan, then his

Grandfathered Plan Benefit with respect to such form of distribution

shall be the portion attributable to his accrued benefit as of

December 31, 2004 as determined above and based on the

methodology set forth in Section IX.10 of the GE Energy Pension

Plan for converting benefits to this form of distribution.

(l)Grandfathered Specified Employee - Grandfathered Specified Employee

means a Specified Employee determined as of December 31, 2008 who

had a non-forfeitable interest hereunder as of December 31, 2004.

(m)Non-Grandfathered Plan Benefit - Non-Grandfathered Plan Benefit means

all of the Supplementary Pension payable under this Plan except for the

Grandfathered Plan Benefit.

(n)Officers - Officers shall mean the Chairman of the Board, the Vice

Chairmen, the President, the Vice Presidents (including Group Vice

Presidents and Senior Vice Presidents), Officer Equivalents and such

other Employees as the Benefits Administrative Committee may

designate.

(o)Pension Benefit Service - Pension Benefit Service shall have the same

meaning herein as in the GE Energy Pension Plan except that for periods

before January 1, 1976, the term Credited Service as a full-time Employee

shall also include all Service credited under the GE Energy Pension Plan

to such Employee for any period during which he was a full-time Employee

for purposes of such GE Energy Pension Plan.

Pension Benefit Service shall also include:

(1)any period of service with the Company or an Affiliate as the

Benefits Administrative Committee may otherwise provide by rules

and regulations issued with respect to this Plan, and,

(2)any period of service with another employer as may be approved

from time to time by the Benefits Administrative Committee but only

to the extent that any conditions specified in such approval have

been met.

No Employee shall be credited with Pension Benefit Service for purposes

of Part I of the Plan for any periods of employment after December 31,

2020.  An Employee’s Pension Benefit Service that is reinstated after

December 31, 2020, for purposes of the GE Energy Pension Plan

pursuant to Section XXI.3.a (Eligibility for Reinstatement) of such plan

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shall be reinstated for purposes of this Plan only if such Employee has

been continuously in the Service of the Company or an Affiliate from

January 1, 2021, until the date of such reinstatement.

(p)Pension Qualification Service - Pension Qualification Service shall have

the same meaning herein as in the GE Energy Pension Plan except that

for periods before January 1, 1976 the term Credited Service used in

determining such Pension Qualification Service shall mean only Service

for which an Employee is credited with a past service annuity or a future

service annuity under the GE Energy Pension Plan (plus his first year of

Service where such year is recognized as additional Credited Service

under that Plan), except as the Benefits Administrative Committee may

otherwise provide by rules and regulations issued with respect to this Plan. 

Pension Qualification Service that is credited to an Employee under the

GE Energy Pension Plan after December 31, 2020, including service with

an Affiliate that is credited as Pension Qualification Service under Section

XVI.2 (Transfer to and from Non-Participating Companies) of the GE

Energy Pension Plan, will continue to be credited as Pension Qualification

Service under this Plan; provided, however, that an Employee who leaves

the Service of the Company and all Affiliates at any time and is

subsequently rehired by the Company or an Affiliate on or after January 1,

2021:

(1)will not have any Pension Qualification Service attributable to any

earlier period of employment with the Company or an Affiliate

reinstated, regardless of whether such Pension Qualification

Service is reinstated under Section XXI.3.a (Eligibility for

Reinstatement) or any other provision of the GE Energy Pension

Plan;

(2)will not be credited with any Pension Qualification Service

attributable to service with an Affiliate that does not participate in

this Plan, regardless of whether such service is credited as Pension

Qualification Service under Section XVI.2 (Transfer to and from

Non-Participating Companies) or any other provision of the GE

Energy Pension Plan; and

(3)will not be credited with Pension Qualification Service for purposes

of this Plan with respect to the Employee’s period of reemployment.

(q)Release - Release means a release and waiver of claims which may

include, among other things and where legally permissible, confidentiality,

cooperation, non-competition, non-solicitation and/or non-disparagement

requirements.

(r)Separation from Service - Separation from Service means an Employee’s

termination of employment with the Company and all Affiliates (defined for

purposes of this Plan as any company or business entity in which the

Sponsor has a 50% or more interest whether or not a participating

employer in the Plan); provided that, Separation from Service for purposes

of the Plan shall be interpreted consistent with the requirements of Section

409A and regulations and other guidance issued thereunder.  For

purposes of clarity, any references in this Plan to Service in the context of

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determining the time or form of benefits will not extend beyond an

Employee’s Separation from Service.  For the avoidance of doubt, the

spinoffs of GE HealthCare and GE Vernova from the General Electric

Company shall not be treated as a Separation from Service.

(s)Service of the Company or an Affiliate - An Employee is in the “Service of

the Company or an Affiliate” if the Employee is employed by the Company

or an Affiliate or has terminated employment with the Company and all

Affiliates but has not had his protected service (also referred to as

“continuous service”) terminated under established Company procedures. 

An Employee who “leaves the Service of the Company and all Affiliates”

terminates employment with the Company and all Affiliates and has his

protected (or continuous) service terminated under established Company

procedures.

(t)Service with the Company - An Employee is in “Service with the Company”

if the Employee is employed by the Company or has terminated

employment with the Company but has not had his protected service (also

referred to as “continuous service”) terminated under established

Company procedures.

(u)Specified Employee - Specified Employee means a specified employee as

described in the Company’s Procedures for Determining Specified

Employees under Code Section 409A, as amended from time to time.

All other terms used in this Plan which are defined in the GE Energy Pension Plan shall

have the same meanings herein as therein, unless otherwise expressly provided in this

Plan.

Section III.Amount of Supplementary Pension at or After Normal Retirement

(a)The annual Supplementary Pension payable to an eligible Employee who

retires on or after his normal retirement date within the meaning of the GE

Energy Pension Plan shall be equal to the excess, if any, of the

Employee’s Annual Retirement Income, over the sum of:

(1)the Employee’s Annual Pension Payable under the GE Energy

Pension Plan;

(2)½ of the Employee’s Annual Estimated Social Security Benefit;

(3)the Employee’s annual excess benefit, if any, payable under the GE

Energy Excess Benefit Plan and/or any successor thereto; and

(4)The Employee’s annual benefit, if any, payable under the GE

Energy Executive Special Early Retirement Option and Plant

Closing Retirement Option Plan and/or any successor thereto.

Such Supplementary Pension shall be subject to the limitations specified

in Section IX.  An eligible Employee who did not retire hereunder before

January 1, 2021, must additionally remain continuously in the Service of

the Company or an Affiliate from January 1, 2021, until retirement on or

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after his normal retirement date within the meaning of the GE Energy

Pension Plan in order to receive a Supplementary Pension computed

under this Section III(a).

(b)The Supplementary Pension of an Employee who continues in the Service

of the Company or an Affiliate after his normal retirement date shall not

commence before his actual retirement date following Separation from

Service, regardless of whether such Employee has attained age 70-½ and

commenced receiving his pension under the GE Energy Pension Plan.

(c)Consistent with established Company procedures, if an eligible Employee

commences his Supplementary Pension at the time set forth in

Section X(a) but remains in protected service for other purposes, his initial

Supplementary Pension Plan benefit shall be based on his service credits

earned up to the commencement date of his Supplementary Pension Plan

benefit.  Following the eligible Employee’s break in protected service, the

dollar amount (but not the time or form of distribution) of the eligible

Employee’s Supplementary Pension Plan benefit shall be adjusted

consistent with such procedures to take into account any additional

service credits the eligible Employee may have earned under the GE

Energy Pension Plan and any related offsets.  For periods on and after

January 1, 2021, “service credits” described in this Section III(c) shall not

include Pension Benefit Service, which shall not be credited under Part I of

this Plan to any Employee after December 31, 2020.

(d)For the avoidance of doubt, an individual who is not eligible for a benefit

under the GE Energy Pension Plan shall not be eligible for a

Supplementary Pension, and benefits under this Plan shall be determined

consistently with the intent not to duplicate benefits that are payable from

another plan.

Section IV.Amount of Supplementary Pension at Optional or Disability

Retirement

(a)The annual Supplementary Pension payable to an eligible Employee who,

following attainment of age 60, retires hereunder on an optional retirement

date within the meaning of Section V.1. of the GE Energy Pension Plan

shall be computed in the manner provided by Section III(a) (for an

Employee retiring on his normal retirement date) but taking into account

only Pension Benefit Service and Average Annual Compensation to the

earlier of the actual date of optional retirement or December 31, 2020. 

Such Supplementary Pension shall be subject to the limitations specified

in Section IX.  In the event such Employee is a New Plan Participant on

the date of his termination of Service, such Supplementary Pension, as so

limited, shall be reduced to reflect commencement before his normal

retirement date by applying the methodology provided under Section V.3.

of the GE Energy Pension Plan.  Consistent with the foregoing, such

reduction shall equal 5/12% for each month from the first month following

such Employee’s Separation from Service to his normal retirement date. 

Said reduction shall not be imposed, however, in the event such

Employee’s Separation from Service occurs on or after the Employee’s (1)

attainment of at least age 62 and (2) completion of at least 25 years of

Pension Qualification Service.  An eligible Employee who did not retire

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hereunder before January 1, 2021, must additionally remain continuously

in the Service of the Company or an Affiliate from January 1, 2021, until

retirement on an optional retirement date within the meaning of

Section V.1 of the GE Energy Pension Plan in order to receive a

Supplementary Pension computed under this Section IV(a).

(b)The annual Supplementary Pension payable to an eligible Employee who

retires on a Disability Pension under Section VII of the GE Energy Pension

Plan and who qualifies as disabled by receiving income replacement

benefits under a Company plan for a period of not less than three months

and otherwise meeting the requirements under Treasury regulation

section 1.409A-3(i)(4) and regulations and other guidance issued

thereunder shall first be computed in the manner provided by Section III(a)

(for an Employee retiring on his normal retirement date) taking into

account only Pension Benefit Service and Average Annual Compensation

to the earlier of the actual date of disability retirement or December 31,

2020.  Such Supplementary Pension shall be subject to the limitations

specified in Section IX.  In the event the Employee is a New Plan

Participant, such Supplementary Pension, as so limited, shall be reduced

by 25% consistent with the methodology provided under Section VII.3. of

the GE Energy Pension Plan to reflect commencement before the

Employee’s earliest optional retirement age.  An eligible Employee who did

not retire hereunder before January 1, 2021, must additionally remain

continuously in the Service of the Company or an Affiliate from January 1,

2021, until retirement on a Disability Pension under Section VII of the GE

Energy Pension Plan in order to receive a Supplementary Pension

computed under this Section IV(b).

If the Disability Pension payable to the Employee under the GE Energy

Pension Plan is discontinued thereunder as a result of the cessation of the

Employee’s disability prior to the attainment of age 60, the Supplementary

Pension provided under this Section IV(b) shall be forfeited and the

Employee shall only be eligible for a Supplementary Pension to the extent

he separately qualifies under another provision set forth herein.

Section V.Special Benefit Protection for Certain Employees

(a)A former Employee whose Service with the Company is terminated on or

after June 27, 1988, before attainment of age 60 and after completion of

25 or more years of Pension Qualification Service who does not withdraw

his contributions from the GE Energy Pension Plan before retirement and

who meets one of the following conditions shall be eligible for a

Supplementary Pension under this Plan commencing at the time set forth

in Section X.(a).  An eligible Employee who did not meet such

requirements before January 1, 2021, must additionally remain

continuously in the Service of the Company or an Affiliate from January 1,

2021, until meeting one of the following conditions to be eligible for a

Supplementary Pension under this Plan.

(1)The Employee’s Service is terminated because of a Plant Closing.

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(2)The Employee’s Service is terminated for transfer to a Successor

Employer.  The conditions of this paragraph (2) shall not be

satisfied, however, if the transferred Employee retires under the GE

Energy Pension Plan before July 1, 2000 and prior to the later of

(A) his termination of service with the Successor Employer and

(B the first of the month following attainment of age 60.  For the

avoidance of doubt, this Section V(a) shall not apply if all Plan

liabilities with respect to the Employee are transferred to a spin-off

plan maintained by such Successor Employer or an affiliate thereof.

(3)The Employee’s Service terminated after one year on layoff with

protected service.

Effective July 1, 1994 and regardless of whether the Employee terminated

Service on, before or after such date, for purposes of this Section V(a) and

any other provision of this Plan, a former Employee will be deemed to

have withdrawn his contributions from the GE Energy Pension Plan at

such time the payment of benefits attributable to such contributions

commences, regardless of whether such contributions are paid in the form

of a lump sum or an annuity.

(b)The Supplementary Pension, if any, for Employees who meet the

conditions in Section V(a) shall be calculated in accordance with the

provisions of Section IV(a) (other than the requirement to remain

continuously in the Service of the Company or an Affiliate from January 1,

2021, until retirement), including the imposition of the reduction described

therein to reflect a commencement date occurring before normal

retirement date in the case of Employees who are New Plan Participants

on the date of their termination of Service.  For purposes of making this

calculation, the Employee’s:  (1) Pension Benefit Service to the earlier of

the Service termination date or December 31, 2020, shall be considered;

(2) Average Annual Compensation shall be based on the last 120

completed months before the earlier of such Service termination date or

December 31, 2020; and (3) Annual Estimated Social Security Benefit

shall be determined as though the Employee’s retirement date was the

earlier of such Service termination date or December 31, 2020.

(c)No Supplementary Pension shall be payable to any former Employee who

elects to accelerate the commencement of his pension under the GE

Energy Pension Plan under Section XI.4.b(iii) therein, nor shall any death

or survivor benefits be payable hereunder with respect to such an

Employee.

(d)In the event a former Employee whose Service with the Company was

terminated under circumstances entitling him to a benefit pursuant to this

Section V is reemployed, such Employee will retain a non-forfeitable

interest in a benefit equal to the amount payable under this provision

attributable to such Employee’s first period of service (with the calculation

of any offsets determined in accordance with established administrative

practices and based upon assumptions in effect as of such Employee’s

first termination date).  The same principle shall apply in determining the

non-forfeitable interest hereunder of similarly-situated Employees with less

14

than 25 years of Pension Qualification Service who, as a result of

Company or Benefits Administrative Committee action, attained a non-

forfeitable interest in their Supplementary Pension upon transfer to a

successor employer and are subsequently re-employed by the Company.

(e)In the event General Electric Company announces its intention to dispose

of a predominant share of the businesses of General Electric Capital

Corporation and its subsidiaries, Employees of any such GE Capital

operations to be disposed of or discontinued in connection with such

action will be eligible for Special Benefit Protection treatment as described

in this Section V by meeting the conditions for such treatment set forth in

this Section V, except that they will only be required to have completed at

least 10 years (instead of 25 years) of Pension Qualification Service as of

their termination because of a Plant Closing, transfer to Successor

Employer or layoff after one year on protected service.  This paragraph (e)

shall not apply to an Employee who terminates Service for any other

reason, or is assigned to (or offered employment with) any continuing

operation of the Company or any Affiliate (including a continuing GE

Capital operation).  This paragraph (e) also shall not apply unless the

Employee executes a Release on such terms and in such manner as the

Company may require in its absolute discretion.  Notwithstanding the

foregoing, the Benefits Administrative Committee may in its absolute

discretion prescribe such additional conditions and other rules as it deems

necessary or advisable in applying this paragraph (e), including the

designation of groups of employees who shall and shall not be eligible for

this Special Benefit Protection treatment.

This paragraph (e) is intended to serve as a special retention arrangement

in connection with General Electric Company’s announcement to dispose

of a predominant share of the businesses of General Electric Capital

Corporation and its subsidiaries.  This paragraph (e) shall not apply to any

employee who terminates service prior to such an announcement or is on

protected service at the time of such announcement, except as otherwise

provided by the Benefits Administrative Committee in its absolute

discretion.

(f)Employees of the General Electric Company (“GE”) corporate division who

are laid off as a result of the November 9, 2021 announcement to

restructure into three industry leading public companies focused on

aviation, healthcare and energy (the “Transition”) will be eligible for

Special Benefit Protection treatment described in this Section V by

meeting the conditions for such treatment set forth in this Section V,

except that the service eligibility requirement will be met if they have

completed at least 10 years (instead of 25 years) of Pension Qualification

Service as of their Separation from Service, or would have completed at

least 10 years of Pension Qualification Service by December 31, 2023. 

This paragraph (f) shall not apply to an Employee who (i) is laid off from

any other business or division of GE, (ii) is laid off from the corporate

division of GE for any other reason, (iii) is assigned to (or offered

employment with) any continuing operation of the Company or any Affiliate

or their successor entities or (iv) as of March 1, 2022, is an executive

officer and Senior Vice President or above of GE.  This paragraph (f) also

15

shall not apply unless the Employee executes a Release on such terms

and in such manner as the Company may require in its absolute

discretion.  Notwithstanding the foregoing, the Benefits Administrative

Committee may in its absolute discretion prescribe such additional

conditions and other rules as it deems necessary or advisable in applying

this paragraph (f), including the designation of groups of employees who

shall and shall not be eligible for this Special Benefit Protection treatment.

Notwithstanding the foregoing and any provision of this Plan to the

contrary, if the employment of an Employee who vests in a Supplementary

Pension pursuant to this paragraph (f) is terminated for Cause or if the

Benefits Administrative Committee determines in its sole discretion that

such Employee has engaged in conduct that (i) constitutes a breach of the

Release, (ii) results in (or has the potential to cause) material harm

financially, reputationally, or otherwise to the Company or an Affiliate or

their successor entities or (iii) occurred prior to the Employee’s Separation

from Service and would give rise to a termination for Cause (regardless of

whether such conduct is discovered before, during or after the Employee’s

Separation from Service), the Employee shall forfeit the Employee’s right

to any unpaid Supplementary Pension under this Plan and may be

required to repay any Supplementary Pension amounts previously paid

under the Plan to the extent recovery is permitted by law.  The remedy

under this subsection (f) is not exclusive and shall not limit any right of the

Company or any Affiliate under applicable law, including (but not limited to)

a remedy under (i) Section 10D of the Securities Exchange Act of 1934, as

amended, (ii) any applicable rules or regulations promulgated by the

Securities and Exchange Commission or any national securities exchange

or national securities association on which shares of the Company may be

traded, and/or (iii) any Company policy adopted with respect to

compensation recoupment.

Section VI.Survivor Benefits

If a survivor benefit applies with respect to an Employee’s Supplementary Pension

pursuant to Section X below, his Supplementary Pension shall be reduced in the same

manner as the pension payable under the GE Energy Pension Plan is reduced under

such circumstances in accordance with the principles of Section IX of the GE Energy

Pension Plan.

Section VII.Payments Upon Death

If an eligible Employee dies in active Service or following retirement on a

Supplementary Pension, or if a former Employee entitled to a Supplementary Pension

pursuant to Section V dies prior to such retirement, (1) the principles of Section X of the

GE Energy Pension Plan (disregarding any references therein to Employee

contributions) shall apply to determine whether a death benefit is payable to the

beneficiary or Surviving Spouse of such Employee under this Supplementary Pension

16

Plan, and (2) any such death benefit shall be computed and paid in accordance with

such principles, based on the Supplementary Pension payable under this Plan;

provided, however, that:

(a)with respect to any pre-retirement death benefit attributable to Non-

Grandfathered Plan Benefits where a Surviving Spouse otherwise would

have a choice to receive such benefit as an annuity in accordance with the

principles of Section X.9 of the GE Energy Pension Plan (Preretirement

Spouse Benefit) or as a lump sum in accordance with the principles of

either Section X.2 (Five Year Certain (Death After Optional Retirement

Age)) or Section X.3 (Five Year Certain (Death After 15 Years Pension

Qualification Service)) of the GE Energy Pension Plan, the lump sum

value of such benefit under each applicable paragraph shall be

determined (in the case of the Preretirement Spouse Benefit, based on the

actuarial assumptions described in paragraph 3 of Section XV of the GE

Energy Pension Plan), and then the Surviving Spouse shall receive

whichever resulting lump sum value is larger as of the first day of the

month following the Employee’s death.  For purposes of clarity, such

Surviving Spouse shall not be eligible to receive an annuity in the form of

the Preretirement Spouse Benefit under the principles of Section X.9 of

the GE Energy Pension Plan;

(b)with respect to any post-retirement death benefit attributable to Non-

Grandfathered Plan Benefits under the principles of Section X.11 of the

GE Energy Pension Plan (Five Year Certain (No Survivor Benefit)), the

calculation of the lump sum shall be determined without making any

discount to present value.  Consistent with the foregoing, such lump sum

shall equal the excess of (1) 5 times the Employee’s Supplementary

Pension payable as a single life annuity over (2) the total payments under

this Plan to the Employee; and

(c)no pre-retirement death benefit shall be payable under this Section VII to

an Employee who dies in active Service while reemployed after the

Employee left the Service of the Company and all Affiliates, if the

Employee left the Service of the Company and all Affiliates:  (1) on or after

January 1, 2021, and (2) before becoming entitled to a Supplementary

Pension under this Part I of the Plan.

Section VIII.Employees Retired Before July 1, 1973

[Reserved-See Section VIII of this Plan prior to this reservation.]

Section IX.Limitation on Benefits

(a)Notwithstanding any provision of this Plan to the contrary, if the sum of:

(1)the Supplementary Pension otherwise payable to an Employee

hereunder;

(2)the Employee’s Annual Pension Payable under the GE Energy

Pension Plan;

17

(3)100% of the Annual Estimated Social Security Benefit but before

any adjustment for less than 35 years of Pension Benefit Service;

(4)the Employee’s annual excess benefit, if any, payable under the GE

Energy Excess Benefit Plan and/or any successor thereto; and

(5)The Employee’s annual benefit, if any, payable under the GE

Energy Executive Special Early Retirement Option and Plant

Closing Retirement Option Plan and/or any successor thereto;

exceeds 60% of his Average Annual Compensation (with such

Supplementary Pension and the amounts set forth in (2), (4) and (5) above

determined before imposition of any applicable reduction factor or

adjustment for optional or disability retirement, a survivor benefit or

otherwise), such Supplementary Pension (as so determined) shall be

reduced by the amount of the excess.  Any further reductions or

adjustments prescribed herein, including those applicable to Employees

who are New Plan Participants on the date of their termination of Service,

shall be applied against such reduced Supplementary Pension.

(b)Notwithstanding any provision in this Plan (other than Section XIV(e)) to

the contrary, the amount of Supplementary Pension and any death or

survivor benefit payable to or on behalf of any Employee who is or was an

Officer shall be determined in accordance with such general rules and

regulations as may be adopted by the Benefits Administrative Committee,

subject to the limitation that any such Supplementary Pension or death

benefit may not exceed the amount which would be payable hereunder in

the absence of such rules and regulations.

Section X.Payment of Supplementary Pension Benefits

(a)Time and Form of Payment.  This Section governs the time and form of

payment of the Supplementary Pension on and after the retirement of an

eligible Employee.  See Section VII above for certain additional rules

regarding Payments on Death.

(1)General Provisions.  Supplementary Pensions shall be payable in

monthly installments, each equal to 1/12th of the annual amount

determined under the applicable Section.  In addition, the

provisions of the GE Energy Pension Plan with respect to the

following shall apply to amounts payable under this Plan:

(A)The date of the last payment of any Supplementary Pension.

(B)Treatment of amounts payable to a missing person.

In no event shall the accelerated payment option of

Section XI.4.b(iii) of the GE Energy Pension Plan apply with respect

to this Plan.

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(2)Grandfathered Plan Benefits.  Payment of Supplementary

Pensions provided for herein which are attributable to

Grandfathered Plan Benefits shall be in the same form and

commence as of the same date as distribution is made pursuant to

the Participant’s election under the GE Energy Pension Plan

(subject to the special rule in Section III(b) of this Plan for

Employees over age 70-½).

(3)Non-Grandfathered Plan Benefits.

(A)Time of Payment.

(i)Except as provided in paragraph (ii) below (relating to

disability pensions), all payments of Non-

Grandfathered Plan Benefits shall commence on the

first day of the month after the Employee’s Separation

from Service or the Employee’s attainment of age 60,

if later; provided, however, that if an Employee is a

Specified Employee, payment of any Non-

Grandfathered Plan Benefit shall not be made within

the first six months following the Employee’s

Separation from Service.  In the event distribution to a

Specified Employee is so delayed, payment of the

Non-Grandfathered Plan Benefit shall begin on the

first day of the seventh month following Separation

from Service and the first such payment shall be

increased to reflect the missed payments (with

interest accumulated in accordance with Benefits

Administrative Committee procedures).

(ii)Payment of Supplementary Pensions attributable to

disability as provided for in Section IV(b) shall

commence on the first day of the month after the

Employee’s Separation from Service; provided,

however, that the Employee shall forfeit any payments

attributable to months prior to the first date on which a

Disability Pension is actually paid under Section VII of

the GE Energy Pension Plan.  For this purpose, any

retroactive payments that may be made under the GE

Energy Pension Plan shall be disregarded and no

corresponding retroactive payments shall be made

hereunder.

(B)Form of Payment.  Unless an Employee makes an effective

election pursuant to paragraph (B)(i) below, such benefits

shall be paid as a 50% Survivor Benefit in accordance with

the principles of Section IX.1 and other provisions of the GE

Energy Pension Plan applicable thereto (for Employees who

are married at the time their Supplementary Pension begins)

or as a single life annuity in accordance with the principles of

Section XV, X.11 and other provisions of the GE Energy

Pension Plan applicable thereto (for Employees who are not

married at the time their Supplementary Pension begins);

provided, however, that:

19

(i)As an alternative to the normal distribution forms set

forth in this paragraph (B), a married Employee may

elect to receive all payments of Non-Grandfathered

Plan Benefits as a single life annuity as described

above, a 100% Alternative Survivor Benefit in

accordance with the principles of Section IX.3 and

other provisions of the GE Energy Pension Plan

applicable thereto, or a 75% Alternative Survivor

Benefit in accordance with the principles of Section

IX.10 and other provisions of the GE Energy Pension

Plan applicable thereto.  In the case of a disability

pension payable under Section IV(b) above, however,

the 100% Alternative Survivor Benefit shall not be

available.  An election under this paragraph may not

be made more than 60 days following the date as of

which payment is otherwise to commence in

accordance with paragraph (3)(A) above.  For

purposes of clarity, if an Employee is a Specified

Employee for whom the Non-Grandfathered Plan

Benefit is delayed in accordance with paragraph

(3)(A)(i) above, an election under this paragraph may

be made anytime within the first six months following

the Employee’s Separation from Service.  If such

Specified Employee dies during the six-month delay,

the Specified Employee will be treated as if he retired

before death, without regard to such delay, and

commenced receiving his benefit either in accordance

with his actual election under this paragraph as to the

form of distribution, or in accordance the rules in

paragraph (3)(B) above if no such election was made

before death.

(ii)Regardless of the initial form of payment for Non-

Grandfathered Plan Benefits, the revocation feature

provided in Section IX.8 of the GE Energy Pension

Plan shall not apply to Non-Grandfathered Plan

Benefits.

(b)Impact of Reemployment.  If an Employee is reemployed by the

Company or an Affiliate, the following provisions shall apply with respect to

the determination of the Employee’s Supplementary Pension:

(1)Grandfathered Plan Benefits.  If the Employee’s pension under

the GE Energy Pension Plan is suspended or may not commence

for any month in accordance with the re-employment provisions of

that plan, the Employee’s Supplementary Pension attributable to

Grandfathered Plan Benefits that would otherwise be payable

during such re-employment shall be forfeited under this Plan.  For

this purpose, any addition to the Employee’s Supplementary

Pension which he may earn hereunder following such re-

employment shall not cause such Grandfathered Plan Benefits to

be reclassified as Non-Grandfathered Plan Benefits.  Upon the

Employee’s subsequent Separation from Service, the Employee’s

original distribution election, if any, with respect to such original

20

Grandfathered Plan Benefits shall be disregarded and such original

Grandfathered Plan Benefit (adjusted for any additional accrual or

reduction) will be paid in accordance with the terms of the Plan in

effect at the time of such subsequent Separation from Service

applicable to Non-Grandfathered Plan Benefits.  If such subsequent

Separation from Service is by reason of death, any survivor or

death benefits attributable to such original Grandfathered Plan

Benefits (as so adjusted) will be determined in accordance with this

Plan’s pre-retirement death and survivor benefit provisions then

applicable to Non-Grandfathered Plan Benefits.  The preceding two

sentences shall not apply to Grandfathered Specified Employees.

(2)Non-Grandfathered Plan Benefits.  If the Employee is rehired

after having commenced receiving his Supplementary Pension, and

in accordance with the terms of the GE Energy Pension Plan, the

Employee would have had his pension therefrom suspended upon

such re-employment, the Employee shall forfeit any benefits from

this Plan attributable to his Non-Grandfathered Plan Benefit that

would otherwise be payable during such re-employment.  Upon the

Employee’s subsequent Separation from Service:

(A)If the Employee’s Non-Grandfathered Plan Benefit is the

same or has decreased, then:

(i)the Non-Grandfathered Plan Benefit earned during

the first period of employment will resume

immediately in the same form of distribution and with

the same conversion and reduction factors that

applied to the original distribution of such benefit;

(ii)if such original distribution form was a 50% Survivor

Benefit, 75% Alternative Survivor Benefit or 100%

Alternative Survivor Benefit, any survivor benefits will

be payable only if the Surviving Spouse was married

to the Participant at the time of his original retirement;

and

(iii)such benefit will be reduced, as necessary, if the

Employee’s Non-Grandfathered Plan Benefit

decreases as a result of his second period of

employment.

If such subsequent Separation from Service is by reason of

death, then any death or survivor benefits attributable to

Non-Grandfathered Plan Benefits will be based on such

original form of distribution with payment commencing on the

first of the month following death.  Survivor benefits will be

payable only if the Surviving Spouse was married to the

Employee at the time of his original retirement and is

otherwise eligible to receive payments hereunder.

21

(B)If the Non-Grandfathered Plan Benefit payable upon such

subsequent Separation from Service has increased as a

result of the Employee’s second period of employment, then

the above provisions set forth in paragraph (2)(A) will govern

the Non-Grandfathered Plan Benefit earned during the first

period of employment (as applicable), and the following will

apply to any additional Non-Grandfathered Plan Benefit:

(i)the additional benefit amount shall be distributed

separately commencing on the first of the month

following such subsequent Separation from Service

based upon the Employee’s age, marital status and

the otherwise applicable Plan terms at that time and

any new distribution election made by the Employee

in accordance with Section X(a)(3) above, and

(ii)if such subsequent Separation from Service is by

reason of death, any survivor or death benefits

attributable to such additional Non-Grandfathered

Plan Benefit will be determined separately in

accordance with this Plan’s pre-retirement death and

survivor benefit provisions.

(3)If an Employee is rehired under circumstances where he previously

accrued a non-forfeitable interest in his Non-Grandfathered Plan

Benefit but had not commenced receiving such benefit prior to his

reemployment, the following shall apply:

(A)Such Employee shall forfeit the dollar amount of any Plan

Benefits that would otherwise be paid while re-employed. 

However, such Employee will continue to retain an interest in

the Plan (herein referred to as his “retained interest”) equal

to the original non-forfeitable amount, as determined in

accordance with Section V(d) above.

(B)Such retained interest and any additional Non-Grandfathered

Plan Benefit to which the Employee is entitled shall be

payable following the Employee’s subsequent Separation

from Service at the time and in the manner provided in

Section X(a)(3).  If the Employee dies before retirement, any

survivor or death benefits attributable to such retained

interest will be determined in accordance with this Plan’s

pre-retirement death and survivor benefit provisions.

(C)If the Employee continues in service after attaining age 60,

the Employee’s retained interest shall commence after his

subsequent Separation from Service at the time and in the

manner provided in Section X(a)(3) and shall be calculated

using reduction and conversion factors applicable to an age

60 commencement (but based on the spouse at actual

retirement, if any).

(c)Beneficiary and Spousal Consent.  An Employee’s beneficiary for the

purposes of this Plan shall be the beneficiary designated by him under the

22

GE Energy Pension Plan, except in those instances where a separate

beneficiary designation is in effect under this Plan.  The provisions of the

GE Energy Pension Plan with respect to the designation or selection of a

beneficiary shall apply to the designation or selection of a beneficiary

under this Plan.  For purposes of clarity, the requirement in the GE Energy

Pension Plan for a Spouse’s Consent to the designation or selection of a

beneficiary, or the election of alternative distribution forms hereunder, shall

apply under this Plan.  Notwithstanding the foregoing, in the case of Non-

Grandfathered Plan Benefits, any elections governing beneficiaries made

in accordance with Section VII(b) of this Plan, as restated July 1, 1991, or

subsequent actions of the Company related thereto, shall continue to

apply.  No such elections, however, shall direct a different time or form of

payment of Non-Grandfathered Plan Benefits from the time and form of

payment prescribed under this Plan, nor shall any Employee who did not

make such an election before this restatement be permitted to submit such

an election.

(d)With respect to Non-Grandfathered Plan Benefits, any provision of this

Section X or other provision of this Plan that refers to the time or form of

benefits under the GE Energy Pension Plan shall be deemed to be a

reference to the terms of the GE Energy Pension Plan in effect on

December 31, 2008.

(e)The Company shall be entitled to withhold all applicable withholding taxes,

including, but not limited to, federal income taxes, Federal Insurance

Contributions Act (“FICA”) taxes, and state income taxes, from an

Employee’s Supplementary Pension.  The actuarially determined present

value of an Employee’s Supplementary Pension is required by law to be

subject to FICA taxation (Social Security tax, Medicare tax, and if

applicable, additional Medicare tax) on the date on which the present

value of the Employee’s Supplementary Pension becomes reasonably

ascertainable (generally, the date on which the Employee makes an

effective election as to the form of payment).  As a condition of

participation in the Plan, the Employee shall be required to make

arrangements to satisfy the required FICA tax withholding, including being

required to remit to the Company the amount necessary to satisfy his or

her withholding requirements.  The Company shall have the power and the

right to withhold the amount necessary to satisfy an Employee’s FICA tax

obligation from the amount payable under the Plan or to establish other

means to satisfy such obligation, including, to the extent permitted by law,

the Company’s payment of any required tax on the Employee’s behalf

subject to repayment by the Employee, as specified under a policy

adopted by the Benefits Administrative Committee.

Section XI.Administration

(a)This Plan shall be administered by the Benefits Administrative Committee,

which shall have authority to make, amend, interpret and enforce all

appropriate rules and regulations for the administration of this Plan and

decide or resolve in its sole and absolute discretion any and all questions

or claims, including interpretations of this Plan, as may arise in connection

with this Plan.

23

(b)In the administration of this Plan, the Benefits Administrative Committee

may, from time to time, employ agents and delegate to them such

administrative duties as it sees fit and may from time to time consult with

counsel who may also serve as counsel to the Company.  The Benefits

Administrative Committee may also delegate to other persons or other

entities any or all of its authority, responsibilities, obligations and duties

with respect to the Plan in accordance with the charter for the Benefits

Administrative Committee.  If the Company, Benefits Administrative

Committee, or other plan fiduciary (an “Advisee”) engages attorneys,

accountants, actuaries, consultants, and other service providers (an

“Advisor”) to advise them on issues related to a Plan or the Advisee’s

responsibilities under the Plan:

(1)The Advisor’s client is the Advisee and not any employee,

participant, dependent, beneficiary, claimant, or other person;

(2)The Advisee will be entitled to preserve the attorney-client privilege

and any other privilege accorded to communications with the

Advisor, and all other rights to maintain confidentiality, to the full

extent permitted by law; and

(3)No employee, participant, dependent, beneficiary, claimant or other

person will be permitted to review any communication between the

Advisee and any of its or his Advisors with respect to whom a

privilege applies, unless mandated by a court order.

(c)The decision or action of the Benefits Administrative Committee in respect

of any question arising out of or in connection with the administration,

interpretation and application of this Plan and the rules and regulations

hereunder shall be final and conclusive and binding upon all persons

having any interest in the Plan or making any claim hereunder.

(d)The provisions of this Section XI(d) shall apply to any claim for a benefit

under the Plan, regardless of the basis asserted for the claim and

regardless of when the act or omission upon which the claim is based

occurred.  Any such claim shall be addressed through the claims and

appeals process described in the handbook summary for this Plan, and no

such claim may be filed in court, arbitration, or similar proceeding before

the claimant has exhausted that process.  Such process is intended to

comply with Section 503 of ERISA and shall be administered and

interpreted in a manner consistent with such intent.

The claims administrator shall be the Benefits Administrative Committee or

its designee or delegate.

(e)Limitations Period.

(1)Any claim (A) for benefits; (B) to enforce rights under the Plan; or

(C) otherwise seeking a remedy or judgment of any kind against the

Plan, the Benefits Administrative Committee, the Company, or an

Affiliate must be filed within the limitations period prescribed by this

Section XI(e) (and subsequent to exhaustion as described in

Section XI(d)).

24

(2)The limitations period shall begin on the following date:

(A)For a claim for benefits, the earliest of:  (i) the date the first

benefit payment was actually made or allegedly due, or

(ii) the date the Plan, the Benefits Administrative Committee,

the Company, or an Affiliate first repudiated the alleged

obligation to provide such benefits, regardless of whether

such repudiation occurred during administrative review

pursuant to Section XI(d).  A repudiation described in clause

(ii) may be made in the form of a direct communication to the

employee or a more general oral or written communication

related to benefits payable under the Plan (for example, a

summary of the Plan or an amendment to the Plan);

(B)For a claim to enforce an alleged right under the Plan (other

than a right to benefits), the date the Plan first denied the

request made on behalf of the employee to exercise such

right, regardless of whether such denial occurred during

administrative review pursuant to Section XI(d); or

(C)For any claim otherwise seeking a remedy or judgment of

any kind against the Plan, the Benefits Administrative

Committee, the Company, or an Affiliate, the earliest date on

which the employee knew or should have known of the

material facts on which such claim or action is based,

regardless of whether the employee was aware of the legal

theory underlying the claim.

(3)The limitations period shall end on the first anniversary of the

beginning date described in Section XI(e)(2); provided, however,

that if a request for administrative review pursuant to Section XI(d)

is pending at such time, the limitations period shall be extended to

end on the date that is 60 days after the final denial of such claim

on administrative review.

(4)The limitations period described in this Section XI(e) replaces and

supersedes any limitations period that otherwise might be deemed

applicable under state or federal law in the absence of this

Section XI(e).  A claim filed after the expiration of the limitations

period shall be deemed time-barred, except that the Benefits

Administrative Committee shall have discretion to extend the

limitations period upon a showing of exceptional circumstances

that, in the opinion of the Benefits Administrative Committee,

provide good cause for an extension.  The exercise of this

discretion is committed solely to the Benefits Administrative

Committee and is not subject to review.

(5)In the event of any claim brought by or on behalf of two or more

employees, the requirements of this Section Xl(e) shall apply

separately with respect to each employee.

Section XII.Termination, Suspension or Amendment

25

The Sponsor may, in its sole discretion, terminate, suspend or amend this Plan at any

time or from time to time, in whole or in part through action taken by the Chief Executive

Officer, Chief Financial Officer, or Chief People Officer of GE Vernova Inc., acting

individually or collectively.  However, no such termination, suspension or amendment

shall adversely affect (a) the benefits of any Employee who retired under the Plan prior

to the date of such termination, suspension or amendment or (b) the right of any then

current Employee to receive upon retirement, or of his or her Surviving Spouse or

beneficiary to receive upon such Employee’s death, the amount as a Supplementary

Pension or death benefit, as the case may be, to which such person would have been

entitled under this Plan computed to the date of such termination, suspension or

amendment, taking into account the Employee’s Pension Benefit Service and Average

Annual Compensation calculated as of the date of such termination, suspension or

amendment.  Any amendment or termination shall comply with the restrictions of

Section 409A of the Code to the extent applicable.  No amendment or termination of the

Plan may accelerate a scheduled payment of Non-Grandfathered Plan Benefits, nor

may any amendment or termination permit a subsequent deferral of Non-Grandfathered

Plan Benefits.  Subject to the other requirements of this Section XII, if the Sponsor or

the Benefits Administrative Committee determines that any provision of the Plan is or

might be inconsistent with the restrictions imposed by Section 409A of the Code, such

provision shall be deemed to be amended to the extent that the Sponsor or the Benefits

Administrative Committee determines is necessary to bring it into compliance with

Section 409A of the Code.  Any such deemed amendment shall be effective as of the

earliest date such amendment is necessary under Section 409A of the Code.

Section XIII.Adjustments in Supplementary Pension Following Retirement

(a)Effective January 1, 1975, the amount of Supplementary Pension then

payable to any Employee who retired before January 1, 1975 shall be

reduced by the amount of any increase which becomes effective January

1, 1975 in the Pension payable under the GE Energy Pension Plan to

such Employee.

(b)If the Pension payable under the GE Energy Pension Plan to any

Employee is increased following his retirement which increase becomes

effective after January 1, 1975, the amount of the Supplementary Pension

thereafter payable to such Employee under this Supplementary Pension

Plan shall be determined by the Board of Directors.

(c)Effective November 1, 1977, if the benefit payable to a pensioner or

Surviving Spouse under the GE Energy Pension Plan is increased in

accordance with paragraphs 25 (a), (b) or (c) of Section XIV of that Plan,

the Supplementary Pension or death benefit, if any, payable under this

Plan to such pensioner or Surviving Spouse on and after November 1,

1977 shall be increased by the same percentage.  Any such increase shall

not be reduced by the percentage limitations specified in Section IX.

(d)Effective May 1, 1979, if the benefit payable to a pensioner or Surviving

Spouse under the GE Energy Pension Plan is increased by a percentage

in accordance with paragraphs 26 (a), (b) or (c) of Section XIV of that

26

Plan, or would have been increased by a percentage in accordance with

such paragraphs except for the fact that such pensioner or Surviving

Spouse received a lump-sum settlement under the GE Energy Pension

Plan, the Supplementary Pension or death benefit, if any, payable under

this Plan to such pensioner or Surviving Spouse on and after May 1, 1979

shall be increased by the same percentage.  Any such increase shall not

be reduced by the percentage limitations specified in Section IX.

(e)If the Pension benefit or Service credits under the GE Energy Pension

Plan are increased for a retired employee in accordance with paragraph

27 or 28 of Section XIV of that Plan, or in accordance with the opportunity

made available under that Plan effective January 1, 1980 to make up

Employee contributions plus interest for periods during which the

Employee was otherwise eligible but failed to participate because of late

enrollment or voluntary suspension, the Supplementary Pension payable

to the Employee under this Plan shall be recalculated to take any such

increase into account.  For this purpose, Section III of this Plan as

amended effective July 1, 1979 shall apply.  Any change in the Employee’s

Supplementary Pension shall take effect on the same date as the

corresponding change under the GE Energy Pension Plan.

(f)Effective February 1, 1981, if the benefit payable to a pensioner or

Surviving Spouse under the GE Energy Pension Plan is increased by a

percentage in accordance with paragraphs 29 (a), (b) or (c) of Section XIV

of that Plan, or would have been increased by a percentage in accordance

with such paragraphs except for the fact that such pensioner or Surviving

Spouse received a lump sum settlement under the GE Energy Pension

Plan, the Supplementary Pension or death benefit, if any, payable under

this Plan to such pensioner or Surviving Spouse on and after February 1,

1981 shall be increased by the same percentage.  Any such increase shall

not be reduced by the percentage limitations specified in Section IX.

(g)Effective January 1, 1983, if the benefit payable to a pensioner under the

GE Energy Pension Plan is increased in accordance with paragraph 30 of

Section XIV of that Plan, the Supplementary Pension payable to the

pensioner under this Plan shall be recalculated to take any such increase

into account.  Any change in the Supplementary Pension shall take effect

on the same date as the corresponding change under the GE Energy

Pension Plan.

(h)Effective December 1, 1984, if the benefit payable to a pensioner or

Surviving Spouse under the GE Energy Pension Plan is increased by a

percentage in accordance with paragraph 32 (a), (b) or (c) of Section XIV

of that Plan, or would have been increased by a percentage in accordance

with such paragraphs except for the fact that such pensioner or Surviving

Spouse received a lump-sum settlement under the GE Energy Pension

Plan, the Supplementary Pension or death benefit, if any, payable under

this Plan to such pensioner or Surviving Spouse on and after December 1,

1984, shall be increased by the same percentage.  Any such increase

shall not be reduced by the percentage limitations specified in Section IX.

(i)Effective July 1, 1985, if the benefit payable to a pensioner under the GE

Energy Pension Plan is increased in accordance with paragraph 34 of

Section XIV of that Plan, the Supplementary Pension payable to the

27

pensioner under this Plan shall be recalculated to take any such increase

into account.  Any change in the Supplementary Pension shall take effect

on the same date as the corresponding change under the GE Energy

Pension Plan.

(j)Effective January 1, 1988, if the benefit payable to a pensioner or

Surviving Spouse under the GE Energy Pension Plan is increased by a

percentage in accordance with paragraph 35 of Section XIV of that Plan,

or would have been increased by a percentage in accordance with such

paragraph except for the fact that such pensioner or Surviving Spouse

received a lump sum settlement under the GE Energy Pension Plan, the

Supplementary Pension or death benefit, if any, payable under this Plan to

such pensioner or Surviving Spouse on and after January 1, 1988 shall be

increased by the same percentage.  Any such increase shall not be

reduced by the percentage limitations specified in Section IX.

(k)Effective July 1, 1988, if the benefit payable to a pensioner under the GE

Energy Pension Plan or the GE Energy Excess Benefit Plan is increased

as a result of paragraph 36 of Section XIV of the GE Energy Pension Plan,

the Supplementary Pension payable to the pensioner under this Plan shall

be recalculated to take any such increase into account.  Any change in the

Supplementary Pension shall take effect on the same date as the

corresponding increase under the GE Energy Pension Plan or GE Energy

Excess Benefit Plan.

(l)Effective July 1, 1991, if the benefit payable to a pensioner or Surviving

Spouse under the GE Energy Pension Plan is increased by a percentage

in accordance with paragraph 37 of Section XIV of that Plan, or would

have been increased by a percentage in accordance with such paragraph

except for the fact that such pensioner or Surviving Spouse received a

lump sum settlement under the GE Energy Pension Plan, the

Supplementary Pension or death benefit, if any, payable under this Plan to

such pensioner or Surviving Spouse on and after January 1, 1991 shall be

increased by the same percentage.  Any such increase shall not be

reduced by the percentage limitations specified in Section IX.

(m)Effective December 1, 1991, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or GE

Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 38 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(n)Effective December 1, 1994, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 39 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

28

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(o)Effective November 1, 1996, if the benefit payable under the GE Energy

Pension Plan or the GE Energy Excess Benefit Plan is increased as a

result of paragraph 47, 48 or 49 of Section XIV of the GE Energy Pension

Plan, said increase shall be disregarded for purposes of calculating the

amount payable under this Plan.

(p)Effective December 1, 1997, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 51 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(q)Effective May 1, 2000, if the benefit payable under the GE Energy Pension

Plan or the GE Energy Excess Benefit Plan is increased as a result of

paragraph 54, 55 or 56 of Section XIV of the GE Energy Pension Plan,

said increase shall be disregarded for purposes of calculating the amount

payable under this Plan.

(r)Effective December 1, 2000, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 58 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(s)Effective December 1, 2003, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 67 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

29

(t)Effective December 1, 2007, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 70 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(u)Effective December 1, 2011, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 73 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(v)Effective November 1, 2015, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 75 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

(w)Effective November 1, 2019, if the benefit payable to a pensioner under

the GE Energy Pension Plan, the GE Energy Excess Benefit Plan or the

GE Energy Executive Special Early Retirement Option and Plant Closing

Retirement Option Plan is increased as a result of paragraph 78 of Section

XIV of the GE Energy Pension Plan, the Supplementary Pension payable

to the pensioner under this Plan shall be recalculated to take any such

increase into account.  Any change in the Supplementary Pension shall

take effect on the same date as the corresponding increase under the GE

Energy Pension Plan, GE Energy Excess Benefit Plan or GE Energy

Executive Special Early Retirement Option and Plant Closing Retirement

Option Plan.

Section XIV.General Conditions

(a)No interest of an Employee, retired employee (whether retired before or

after July 1, 1973), Surviving Spouse or beneficiary under this Plan and no

benefit payable hereunder shall be assigned as security for a loan, and

any such purported assignment shall be null, void and of no effect, nor

30

shall any such interest or any such benefit be subject in any manner,

either voluntarily or involuntarily, to anticipation, sale, transfer, assignment

or encumbrance by or through an Employee, retired employee, Surviving

Spouse or beneficiary.  If any attempt is made to alienate, pledge or

charge any such interest or any such benefit for any debt, liabilities in tort

or contract, or otherwise, of any Employee, retired employee, Surviving

Spouse, or beneficiary, contrary to the prohibitions of the preceding

sentence, then the Benefits Administrative Committee in its discretion may

suspend or forfeit the interests of such person and during the period of

such suspension, or in case of forfeiture, the Benefits Administrative

Committee shall hold such interest for the benefit of, or shall make the

benefit payments to which such person would otherwise be entitled (in the

same time and form) to the designated beneficiary or to some member of

such Employee’s, retired employee’s, Surviving Spouse’s or beneficiary’s

family to be selected in the discretion of the Benefits Administrative

Committee.  Similarly, in cases of misconduct, incapacity or disability, the

Benefits Administrative Committee, in its sole discretion, may make

payments (in the same time and form) to some member of the family of

any of the foregoing to be selected by it or to whomsoever it may

determine is best fitted to receive or administer such payments.

(b)In connection with an allowance granted under the GE Energy Retirement

for the Good of the Company Program, and in accordance with the terms

of that program, the Sponsor, in its discretion, may decide to provide an

Employee with a non-forfeitable interest in all or a portion of his

Supplementary Pension under this Plan.

(c)No Employee and no other person shall have any legal or equitable rights

or interest in this Plan that are not expressly granted in this Plan. 

Participation in this Plan does not give any person any right to be retained

in the Service of his employer.  The right and power of the Company to

dismiss or discharge any Employee is expressly reserved.

(d)Except to the extent that the same are governed by the federal law

(including Section 409A of the Code), the law of the State of New York

shall govern the construction and administration of this Plan.

(e)The rights under this Plan of an Employee who leaves the Service of the

Company at any time and the rights of anyone entitled to receive any

payments under the Plan by reason of the death of such Employee, shall

be governed by the provisions of the Plan in effect on the date such

Employee leaves the Service of the Company, except as otherwise

specifically provided in this Plan; provided, however, that with respect to

Non-Grandfathered Plan Benefits:

(1)Any Employee who left the Service of the Company on or after

January 1, 2005 and prior to January 1, 2009 and commenced

receipt of such benefits before January 1, 2009 shall not be eligible

to select the revocation feature provided in Section IX.8 of the GE

Energy Pension Plan.

(2)Any Employee who left the Service of the Company on or after

January 1, 2005 and prior to January 1, 2009 and did not

commence receipt of such benefits before January 1, 2009 (or

31

anyone entitled to receive any payments under the Plan by reason

of the death of such Employee who did not commence receipt of

such payments before January 1, 2009) shall have the time and

form of payment of such benefits determined under the terms

contained herein.

(f)Benefits provided under this Plan are unfunded and unsecured obligations

of the Company payable from its general assets.  Nothing contained in this

Plan shall require the Company to segregate any monies from its general

funds, to create any trust or other funding vehicle, to make any special

deposits, or to purchase any policies of insurance with respect to such

obligations.  If the Company elects to take any such action, such assets,

investments and the proceeds therefrom shall at all times remain the sole

property of the Company and subject to its creditors.  No other individual

shall have any economic interest or similar rights under the Plan or any

ownership rights in such assets, investments or proceeds, whether by

reason of being a named insured or otherwise.

This Plan is intended to comply with Section 409A of the Code with respect to amounts

accrued after December 31, 2004 and amounts that were accrued but forfeitable on that

date.  In addition, if an Employee accrues benefits hereunder on or after January 1,

2005, the Plan is intended to comply with the requirements of Section 409A of the Code

with respect to all of such Employee’s benefits hereunder; provided, however, that in the

case of Grandfathered Specified Employees, the requirements of Section 409A of the

Code shall only apply for amounts accrued in excess of Grandfathered Plan Benefits.

The Plan shall be administered and interpreted in a manner consistent with such intent;

provided, however, that nothing in this Plan shall be interpreted or construed to transfer

any liability for any tax (including a tax or penalty due as a result of a failure to comply

with Section 409A of the Code) from any Employee or an Employee’s spouse,

beneficiary, or estate to any other individual or entity.  Any payment under the Plan that

is subject to Section 409A of the Code and that is contingent on a termination of

employment is contingent on a Separation from Service.

32

Part II:  Executive Retirement Installment Benefits

(closed to new participants)

As described in the Introduction (and subject to the rules thereof), this Part II of the Plan

is closed effective January 1, 2021, and an Employee shall be eligible to participate

under this Part II only if the Employee was eligible for and participating under Part I or

Part II of the Plan on December 31, 2020 (and shall actually receive a benefit under this

Part II only if the Employee meets all the other applicable requirements therefor).  An

Employee will be considered to be eligible for and participating under Part I of the Plan

and will be eligible to participate under this Part II of the Plan on and after January 1,

2021, only if, on December 31, 2020, the Employee:  (A) was assigned to the GE

executive or higher career band; (B) was employed by the Company; and (C) was

enrolled in the GE Energy Pension Plan (i.e., had not waived or suspended participation

in the GE Energy Pension Plan).  An Employee who was previously eligible for Part II of

the Plan will not accrue future Benefit Service under Part II of the Plan if, on December

31, 2020, the Employee:  (A) was not assigned to the GE executive or higher career

band or (B) was not employed by the Company.

Section XV.Eligibility for Executive Retirement Installment Benefits

(a)An Employee shall be eligible to participate in this Plan under this Part II if

he is:

(1)an Excluded Employee or Ineligible Employee under the GE Energy

Pension Plan who was assigned to the GE executive or higher

career band before January 1, 2021, and has been continuously so

assigned since such date;

(2)an Employee who has been continuously assigned to the Sponsor’s

executive or higher career band since January 1, 2021, and whose

first day of work for the Company while so assigned was on or after

January 1, 2011, and before January 1, 2021;

(3)an Employee who, before January 1, 2021, was assigned to the GE

executive or higher career band and who has been continuously so

assigned since such date and is employed by (i) an Affiliate that

elected to participate in the GE Vernova Retirement Savings Plan

prior to January 1, 2011 as part of a benefits program which

provided neither employer-subsidized post-retirement medical

coverage under the GE Vernova Life Disability and Medical Plan

nor participation in the GE Energy Pension Plan for all of its

employees, or the segment of its employees in which such

Employee is included; or (ii) an Affiliate that elects to participate in

the GE Vernova Retirement Savings Plan on or after January 1,

2011 as part of a benefits program which provides neither

participation in the GE Energy Pension Plan nor designation of

Retirement Contribution Participant status under the GE Vernova

Retirement Savings Plan for all of its employees, or the segment of

its employees in which such Employee is included, but in all cases,

only to the extent such Affiliate elects to participate in this Part II,

33

and such election is accepted by the Benefits Administrative

Committee; or

(4)an Employee who has been continuously assigned to the Sponsor’s

executive or higher career band since January 1, 2021, and who

was eligible for and participating under Part I of the Plan on

December 31, 2020.

(b)Notwithstanding (a), in the event liabilities and assets under the GE

Energy Pension Plan attributable to an Employee have been transferred to

a plan maintained by Martin Marietta Corporation (including successors) or

to any other employer which is not an Affiliate, service performed by the

Employee prior to such transfer shall be disregarded in determining

(1) whether such Employee participated in this Plan on or before

December 31, 2010 and (2) whether his first day of work for the Company

while assigned to the Sponsor’s executive or higher career band is on or

after January 1, 2011.  Consistent with the foregoing, if after disregarding

such service, an Employee is deemed not to have participated in the Plan

on or before December 31, 2010, and his first day of work for the

Company while assigned to the Sponsor’s executive or higher career band

is deemed to be on or after January 1, 2011, this Part II (and not Part I)

shall apply to such Employee.

(c)Further notwithstanding (a), any Executive Retirement Installment Benefit

shall be contingent upon the Employee signing, not revoking, and

complying with the terms of a Release.  Such Release must be in a form

acceptable to the Sponsor, executed by the deadline established by the

Sponsor (which shall be no later than 45 days following the date of the

Employee’s Termination Date), and not revoked.

(d)An Employee who was eligible to participate under this Part II of the Plan

and who, before becoming entitled to a benefit under this Part II of the

Plan, left the Service of the Company and all Affiliates shall not, during any

period of reemployment with the Company that commences on or after

January 1, 2021, again become eligible for an Executive Retirement

Installment Benefit under this Part II of the Plan or accrue a new benefit

under the Plan.

(e)An Employee who was eligible to participate in this Plan on January 1,

2021, but who has ceased to be eligible for the Plan as described in

(a) solely as a result of no longer being assigned to the Sponsor’s

executive or higher career band on or after January 1, 2021, shall not earn

any additional benefits under the Plan for any periods beginning on or

after January 1, 2021, during which such Employee is again assigned to

the Sponsor’s executive or higher career band.  Such an Employee is,

however, eligible to receive the Executive Retirement Installment Benefit

the Employee has accrued if the Employee meets the requirements of

Section XVI, XVII, XVIII, or XX of the Plan, even if the Employee is not

assigned to the Sponsor’s executive or higher career band as of the date

he meets the applicable requirements of such Section.

Section XVI.Executive Retirement Installment Benefits

34

(a)An Executive Retirement Installment Benefit shall be payable to an eligible

Employee (i) who has been continuously in the Service of the Company or

an Affiliate since January 1, 2021 (with respect to an Employee whose

Termination Date is after December 31, 2020), and (ii) whose Termination

Date is on or after his 65th birthday equal to the sum of the following three

amounts (if any):

(1)10% multiplied by his Benefit Service as a participating Employee

while assigned to the Sponsor’s executive career band multiplied

by his Average Annual Compensation.

(2)14% multiplied by his Benefit Service as a participating Employee

while (i) assigned to the Sponsor’s senior executive career band,

with respect to Benefit Service before January 1, 2022,  (ii) an

Executive Director or Senior Executive Director, with respect to

Benefit Service after December 31, 2021 and on or before

December 31, 2024, and (iii) Executive Director or Vice President

(band level 1), with respect to Benefit Service after December 31,

2024, multiplied by his Average Annual Compensation.

(3)18% multiplied by his Benefit Service as a participating Employee

while (i) a Sponsor officer, with respect to Benefit Service before

January 1, 2022, (ii) a Vice President, Group Vice President, or

Senior Vice President (and above), with respect to Benefit Service

after December 31, 2021 and on or before December 31, 2024, and

(iii) a Vice President (band levels 2-5 or higher), Executive Vice

President, or Chief Executive Officer, with respect to Benefit

Service after December 31, 2024, multiplied by his Average Annual

Compensation.

Notwithstanding the foregoing paragraph, the accrual rate (i.e., the

percentage prescribed in Section XVI(a)(1), (a)(2) or (a)(3) above) that is

applied to determine a Senior Executive Director’s Executive Retirement

Installment Benefit pursuant to this PartIISection XVI(a) shall not increase

on or after December 31, 2024, solely because the Senior Executive

Director’s band level is changed to Vice President band level 1. 

(b)A reduced Executive Retirement Installment Benefit shall be payable to an

eligible Employee (i) who has been continuously in the Service of the

Company or an Affiliate since January 1, 2021 (with respect to an

Employee whose Termination Date is after December 31, 2020), and

(ii) whose Termination Date is before his 65th birthday, but who terminates

Service with the Company on or after his 60th birthday, equal to:

(1)for a Termination Date on or after an Employee’s 60th birthday, the

amount calculated under subsection (a), reduced by 5/12% for each

month from the day payments commence under Section XIX (Time

and Form of Payment) to Normal Commencement Date, up to a

maximum reduction of 25%; or

(2)for a Separation from Service before the Employee’s 60th birthday

in the case of an Employee who nevertheless qualifies for an

35

Executive Retirement Installment Benefit by remaining in Service

with the Company until his 60th birthday, 75% of the amount

calculated under subsection (a).

(c)In all cases (subject to Section XXI(h)), Executive Retirement Installment

Benefits shall only take into account Compensation as of the Termination

Date, even if an Employee remains in Service with the Company

thereafter or has a Separation from Service thereafter.  Similarly,

Executive Retirement Installment Benefits shall only take into account

Benefit Service as of the date of termination of Service with the Company.

(d)An Executive Retirement Installment Benefit shall not be payable with

respect to an Employee who terminates Service with the Company before

his 60th birthday, except as specifically provided in Sections XVII (Disability

Retirement), XVIII (Special Benefit Protection) and XX (Payments Upon

Death), or except as may otherwise be provided by virtue of an exercise of

Company discretion under Section XIV(b) or an exercise of Company

discretion in the case of an Employee with less than 25 years of Eligibility

Service who transfers to a successor employer.

(e)The terms “Sponsor’s executive career band,” “Sponsor’s senior executive

career band”, “Sponsor officer”, “Executive Director”, “Senior Executive

Director”, “Vice President”, “Group Vice President”, “Senior Vice

President,” “Executive Vice President,” and “Chief Executive Officer” refer

to those classifications as determined for purposes of this Part II by the

Sponsor in its sole discretion, and not any Affiliate.  Consistent with the

foregoing, an Employee must be so determined to be an officer of the

Sponsor and not an Affiliate to be eligible for the accrual rate described in

paragraph (a)(3).

(f)For purposes of this Part II, an Employee who has a Separation from

Service shall only be treated as remaining in Service with the Company

while he is on protected service in accordance with established Company

procedures.

Section XVII.Disability Retirement

(a)An Executive Retirement Installment Benefit shall be payable to an eligible

Employee (i) who has been continuously in the Service of the Company or

an Affiliate since January 1, 2021 (with respect to an Employee whose

Termination Date is after December 31, 2020), and (ii) who prior to his 60th

birthday:

(1)either retires on a Disability Pension under Section VII of the GE

Energy Pension Plan or, if he has not accrued a benefit under the

GE Energy Pension Plan, would qualify to so retire if he had

accrued such a benefit, but in such a case using Eligibility Service

when applying the 15 years of service requirement in Section VII of

the GE Energy Pension Plan; and

(2)qualifies as disabled by receiving income replacement benefits

under a Company plan for a period of not less than three months

and otherwise meeting the requirements under Treasury regulation

36

section 1.409A-3(i)(4) and regulations and other guidance issued

thereunder.

(b)The amount of an Executive Retirement Installment Benefit under

subsection (a) shall equal 75% of the amount calculated under

Section XVI(a), taking into account only Benefit Service and

Compensation as of the Termination Date (subject to Section XXI(h)).

Section XVIII.Special Benefit Protection

(a)An Executive Retirement Installment Benefit shall be payable to a former

eligible Employee (i) who has been continuously in the Service of the

Company or an Affiliate since January 1, 2021 (with respect to an

Employee whose Termination Date is after December 31, 2020), (ii) who

terminates Service with the Company before his 60th birthday and after

completion of 25 or more years of Eligibility Service (or is credited with 25

or more years of Eligibility Service as a result of Company or Benefits

Administrative Committee action in connection with Section XVIII(a)(2)

below), and (iii) who meets one of the following conditions:

(1)The Employee’s Service is terminated because of a Plant Closing.

(2)The Employee’s Service is terminated for transfer to a Successor

Employer.  For the avoidance of doubt, this Section XVIII(a) shall

not apply to any Employee if all Plan liabilities with respect to the

Employee are transferred to a spin-off plan maintained by such

Successor Employer or an affiliate thereof.

(3)The Employee’s Service is terminated after one year on layoff with

protected service.

(b)The amount of an Executive Retirement Installment Benefit under

subsection (a) shall equal 75% of the amount calculated under

Section XVI(a), taking into account only Compensation as of the

Termination Date (subject to Section XXI(h)) and Benefit Service as of the

date of termination of Service with the Company.

(c)In the event General Electric Company announces its intention to dispose

of a predominant share of the businesses of General Electric Capital

Corporation and its subsidiaries, Employees of any such GE Capital

operations to be disposed of or discontinued in connection with such

action will be eligible for Special Benefit Protection treatment as described

in this Section XVIII by meeting the conditions for such treatment set forth

in this Section XVIII, except that they will only be required to have

completed at least 10 years (instead of 25 years) of Pension Qualification

Service as of their termination because of a Plant Closing, transfer to

Successor Employer or layoff after one year on protected service.  This

paragraph (c) shall not apply to an Employee who terminates Service for

any other reason, or is assigned to (or offered employment with) any

continuing operation of the Company or any Affiliate (including a

continuing GE Capital operation).  This paragraph (c) also shall not apply

unless the Employee executes a release of liability and claims on such

terms and in such manner as the Company may require in its absolute

discretion.  Notwithstanding the foregoing, the Benefits Administrative

37

Committee may in its absolute discretion prescribe such additional

conditions and other rules as it deems necessary or advisable in applying

this paragraph (c), including the designation of groups of employees who

shall and shall not be eligible for this Special Benefit Protection treatment.

This paragraph (c) is intended to serve as a special retention arrangement

in connection with General Electric Company’s announcement to dispose

of a predominant share of the businesses of General Electric Capital

Corporation and its subsidiaries.  This paragraph (c) shall not apply to any

employee who terminates service prior to such an announcement or is on

protected service at the time of such announcement, except as otherwise

provided by the Benefits Administrative Committee in its absolute

discretion.

(d)Employees of the General Electric Company (“GE”) corporate division who

are laid off as a result of the November 9, 2021 announcement to

restructure into three industry leading public companies focused on

aviation, healthcare and energy (the “Transition”) will be eligible for

Special Benefit Protection treatment described in this Section XVIII by

meeting the conditions for such treatment set forth in this Section XVIII,

except that the service eligibility requirement will be met if they have

completed at least 10 years (instead of 25 years) of Eligibility Service as of

their Separation from Service, or would have completed at least 10 years

of Eligibility Service by December 31, 2023.  This paragraph (d) shall not

apply to an Employee who (i) is laid off from any other business or division

of GE Aerospace, (ii) is laid off from the corporate division of GE

Aerospace for any other reason, (iii) is assigned to (or offered employment

with) any continuing operation of the Company or any Affiliate or their

successor entities or (iv) as of March 1, 2022, is an executive officer and

Senior Vice President or above of GE Aerospace.  This paragraph (d) also

shall not apply unless the Employee executes a Release on such terms

and in such manner as the Company may require in its absolute discretion

and in accordance with Section XV(c).  Notwithstanding the foregoing, the

Benefits Administrative Committee may in its absolute discretion prescribe

such additional conditions and other rules as it deems necessary or

advisable in applying this paragraph (d), including the designation of

groups of employees who shall and shall not be eligible for this Special

Benefit Protection treatment.

Section XIX.Time and Form of Payment

(a)Executive Retirement Installment Benefits shall be paid in 10 annual

installments, each of which shall equal the amount calculated under

Section XVI, XVII or XVIII, as applicable, divided by 10.

(b)The first annual installment of an Executive Retirement Installment Benefit

described in subsection (a) shall be paid as of the first day of the month

following the later of (1) three completed calendar months after Separation

from Service (or six completed calendar months after Separation from

Service in the case of a Specified Employee), or (2) the Employee’s 60th

birthday.  Notwithstanding the foregoing, in the case of payments made

under Section XVII (Disability Retirement), the first annual installment of

38

an Executive Retirement Installment benefit shall be paid as of the first day

of the month following six completed calendar months after Separation

from Service.  The remaining nine annual installments shall be paid as of

the anniversary of the date set forth above.

(c)No interest shall be earned or paid with respect to any Executive

Retirement Installment Benefits, including any payments upon death under

Section XX.

(d)The Company shall be entitled to withhold all applicable withholding taxes,

including, but not limited to, federal income taxes, Federal Insurance

Contributions Act (“FICA”) taxes, and state income taxes, from an

Employee’s Executive Retirement Installment Benefit.  The present value

of an Employee’s Executive Retirement Installment Benefit is required by

law to be subject to FICA taxation (Social Security tax, Medicare tax, and if

applicable, additional Medicare tax) on the date on which the present

value of the Employee’s Executive Retirement Installment Benefit

becomes reasonably ascertainable.  As a condition of participation in the

Plan, the Employee shall be required to make arrangements to satisfy the

required FICA tax withholding, including being required to remit to the

Company the amount necessary to satisfy his or her withholding

requirements.  The Company shall have the power and the right to

withhold the amount necessary to satisfy an Employee’s FICA tax

obligation from the amount payable under the Plan or to establish other

means to satisfy such obligation, including, to the extent permitted by law,

the Company’s payment of any required tax on the Employee’s behalf

subject to repayment by the Employee, as specified under a policy

adopted by the Benefits Administrative Committee.

(e)Notwithstanding any provision of this Plan to the contrary, if an Employee’s

employment is terminated for Cause or if the Benefits Administrative

Committee determines in its sole discretion that an Employee has

engaged in conduct that (i) constitutes a breach of the Release, (ii) results

in (or has the potential to cause) material harm financially, reputationally,

or otherwise to the Company or an Affiliate or (iii) occurred prior to the

Employee’s Separation from Service and would give rise to a termination

for Cause (regardless of whether such conduct is discovered before,

during or after the Employee’s Separation From Service), the Employee

shall forfeit the Employee’s right to any unpaid Executive Retirement

Installment Benefit under this Plan and may be required to repay any

amounts previously paid under the Plan to the extent recovery is permitted

by law.

The remedy under this subsection (e) is not exclusive and shall not limit

any right of the Company or any Affiliate under applicable law, including

(but not limited to) a remedy under (i) Section 10D of the Securities

Exchange Act of 1934, as amended, (ii) any applicable rules or regulations

promulgated by the Securities and Exchange Commission or any national

securities exchange or national securities association on which shares of

the Company may be traded, and/or (iii) any company policy adopted with

respect to compensation recoupment.

39

Section XX.Payments Upon Death

(a)If death occurs after installments of an Executive Retirement Installment

Benefit have commenced under Section XIX(b), but before all 10 annual

installments have been paid, the remaining installments shall continue to

be paid to the Employee’s designated beneficiary as of the yearly

anniversary specified in Section XIX(b).

(b)If an eligible Employee who has been continuously in the Service of the

Company or an Affiliate since January 1, 2021 (with respect to an

Employee who dies after December 31, 2020), dies while in Service with

the Company and before installments of an Executive Retirement

Installment benefit have commenced under Section XIX(b), a death benefit

shall be paid to his designated beneficiary under this Section XX(b), and

not any other provision of this Part, equal to:

(1)if death occurs on or after the Employees 65th birthday, the amount

calculated under section XVI(a);

(2)if death occurs after the Employee’s 60th birthday but before his 65th

birthday, the amount calculated under Section XVI(a), reduced by

5/12% for each month from the day payments commence (as

described below) to what would have been the Employee’s Normal

Commencement Date; or

(3)if death occurs on or before the Employee’s 60th birthday, 75% of

the amount calculated under Section XVI(a).

Death benefits under this Section XX(b) shall take into account only

Benefit Service and Compensation as of death (or the Termination Date, if

earlier).  Such death benefits shall be paid in 10 equal annual installments

(the amount determined under paragraph (1), (2) or (3) as applicable,

divided by 10).  The first annual installment shall be paid as of the first day

of the month following three completed calendar months after death.  The

remaining nine annual installments shall be paid as of the anniversary of

the date in the preceding sentence.

(c)If a former eligible Employee who is not in Service with the Company dies

after satisfying all requirements hereunder to become entitled to receive

an Executive Retirement Installment Benefit, but before payment of such

benefit begins under Section XIX(b), a death benefit shall be paid to his

designated beneficiary at the same time, in the same form (10 annual

installments) and in the same amount as if the former Employee had

survived and his benefit had commenced as scheduled.

(d)The designated beneficiary is the beneficiary or beneficiaries designated

by the Employee on a beneficiary designation form properly filed by the

Employee in accordance with established administrative procedures, or if

there is no such designated beneficiary, the Employee’s estate. 

Employees may name and change beneficiaries without the consent of

any person.

40

Section XXI.Impact of Reemployment and Other Status Changes

(a)An Executive Retirement Installment Benefit that has commenced shall

not stop, and the form of payment shall not be altered, upon

reemployment.

(b)If an Employee is reemployed after becoming entitled to an Executive

Retirement Installment Benefit but before payment of such benefit has

begun, payment shall commence and be made as if the Employee had not

been reemployed.

(c)An Employee who is reemployed by the Company on or after January 1,

2021, after becoming entitled to or after commencing an Executive

Retirement Installment Benefit shall not be eligible for any benefits under

the Plan with respect to the Employee’s period of reemployment, and the

amount of the Executive Retirement Installment Benefit to which such

Employee was entitled prior to reemployment shall not change as a result

of the Employee’s reemployment.

(d)In the case of reemployment by the Company before January 1, 2021, any

post-reemployment benefit:

(1)shall be subject to the principles of this Part II as if it were a

separate benefit; but

(2)shall be calculated by subtracting (i) any benefit payable for the

period prior to such reemployment from (ii) any benefit determined

as of the subsequent Termination Date and payable as of the

subsequent Separation from Service, taking into account for

purposes of this clause (ii) all Benefit Service and Compensation

(including pre-reemployment Benefit Service and Compensation) as

of the subsequent Termination Date.

Consistent with the foregoing, if a post-reemployment benefit is payable

consistent with the principles of this Part II, such benefit shall be paid at

the time and in the form prescribed by Section XIX (Time and Form of

Payment), and the provisions of Section XX (Payments Upon Death) shall

apply separately to the post-reemployment benefit, in both cases

disregarding how any pre-reemployment benefit is being or has been paid.

(e)If an Employee was eligible for an Executive Retirement Installment

Benefit, leaves the Service of the Company and all Affiliates before

becoming entitled to such benefit, and is rehired by the Company on or

after January 1, 2021, such Employee shall not become entitled to the

Executive Retirement Installment Benefit for which the Employee was

previously eligible, and such Employee’s prior Benefit Service, Annual

Average Compensation, and Eligibility Service shall be forfeited.  Such

Employee also shall not be eligible for any post-reemployment benefit

under the Plan.

(f)If an Employee was eligible for an Executive Retirement Installment

Benefit, has a Termination Date before becoming entitled to such benefit,

41

and remains continuously in the Service of the Company or an Affiliate

following such Termination Date until the Employee is reemployed by the

Company (including reemployment following a transfer to the Company

from an Affiliate) on or after January 1, 2021:

(1)such Employee shall have the Eligibility Service, Benefit Service,

and Annual Average Compensation that were credited to the

Employee as of the Employee’s Termination Date reinstated as of

the Employee’s first day of reemployment with the Company;

(2)such Employee shall be credited with Eligibility Service for service

with an Affiliate to the extent such service is RSP Service as

defined in the GE Vernova Retirement Savings Plan, regardless of

whether the Employee is described in subsection (a) of the

definition of “Eligibility Service” in Section XXII; and

(3)the Executive Retirement Installment Benefit to which such

Employee may become entitled during a period of reemployment

with the Company shall be calculated taking into account only the

Employee’s Benefit Service and Compensation as of the

Employee’s most recent Termination Date preceding the

Employee’s first period of reemployment with the Company that

begins on or after January 1, 2021.

(g)Principles similar to those in subsections (a) through (f) shall apply if an

Employee is reemployed more than once.

(h)Prior to January 1, 2021, if an Employee ceased to be eligible to continue

accruing Benefit Service solely because he was no longer assigned to the

GE executive or higher career band, his Executive Retirement Installment

Benefit was calculated taking into account his Compensation as an

Employee attributable to periods after he was no longer so assigned, even

though he could earn Benefit Service only during periods while so

assigned.  Notwithstanding any provision in this Plan to the contrary, the

Executive Retirement Installment Benefit of such an Employee who was

not assigned to the GE executive or higher career band on December 31,

2020, shall be calculated taking into account only his Compensation as an

Employee earned through December 31, 2020, regardless of whether

such Employee is again assigned to the GE executive or higher career

band on or after January 1, 2021.  Further notwithstanding any provision in

this Plan to the contrary, the Executive Retirement Installment Benefit of

an Employee who ceases to be eligible to continue accruing Benefit

Service on or after January 1, 2021, solely because he is no longer

assigned to the Sponsor’s executive or higher career band shall be

calculated taking into account only his Compensation earned as an

Employee prior to such change in career band.  An Employee described in

this Section XXI(h) who is again assigned to the Sponsor’s executive or

higher career band during a period of time beginning on or after January 1,

2021, shall not accrue Benefit Service during such period.

Section XXII.Definitions

The following terms have the following meanings when used in Part II.

42

Benefit Service – means service as an Employee (including during a bona fide leave of

absence) while assigned to the Sponsor’s executive or higher career band and while

eligible to participate in either:

(a)the GE Energy Pension Plan; or

(b)the GE Vernova Retirement Savings Plan as either:

(1)a Retirement Contribution Participant; or

(2)otherwise, but only in the case of an Affiliate that has made an

applicable election described in Section XV(a)(3) and then only for

periods after such election is effective;

provided, however, that Benefit Service shall not include (A) service performed before

2011 or service during any period after an Employee terminates Service with the

Company; (B) service performed by an Employee during a period of reemployment with

the Company (including reemployment following a transfer to the Company from an

Affiliate) that begins on or after January 1, 2021; (C) service performed during a period

of time on or after January 1, 2021, by an Employee who ceased to be eligible to

continue accruing Benefit Service solely because he was no longer assigned to the

Sponsor’s executive or higher career band and who is again assigned to the Sponsor’s

executive or higher career band on or after January 1, 2021; or (D) service performed

while participating in Part I of the Plan before January 1, 2021.

In addition, Benefit Service for any period in which an Employee works on a part-time

schedule of less than 35 hours per week shall be reduced in accordance with

established administrative procedures based on the ratio of the Employee’s part-time

schedule to full-time schedule.

Notwithstanding the foregoing, Benefit Service shall also include any period of Service

with the Company or an Affiliate as the Benefits Administrative Committee may

otherwise provide by rules and regulations issued with respect to this Plan; and any

period of service with another employer as may be approved from time to time by the

Benefits Administrative Committee but only to the extent that any conditions specified in

such approval have been met.  Any grant of Benefit Service under the preceding

sentence may also specify which accrual rate (the rate prescribed in Section XVI(a)(1),

(a)(2) or (a)(3)) applies to such Benefit Service.

The Benefits Administrative Committee may also adopt such rules as it deems

necessary for determining an Employee’s Benefit Service, and for determining which

accrual rate (the rate prescribed in Section XVI(a)(1), (a)(2) or (a)(3)) applies to such

Benefit Service.

Cause – means, as determined in the sole discretion of the Benefits Administrative

Committee, an Employee’s:

43

(a)breach of the Employee Innovation and Proprietary Information Agreement

or any other confidentiality, non-solicitation, or non-competition agreement

with the Company or an Affiliate or breach of a material term of any other

agreement between the Employee and the Company or an Affiliate;

(b)engagement in conduct that results in, or has the potential to cause,

material harm financially, reputationally, or otherwise to the Company or

an Affiliate;

(c)commission of an act of dishonesty, fraud, embezzlement or theft;

(d)conviction of, or plea of guilty or no contest to, a felony or crime involving

moral turpitude; or

(e)failure to comply with the Company’s and all Affiliates’ policies and

procedures, including but not limited to The Spirit and Letter.

Company – means:

(a)Company as defined in the GE Energy Pension Plan; and

(b)any other Affiliate that adopts this Plan on or after January 1, 2011, as

approved by the Benefits Administrative Committee (including an Affiliate

that has made an applicable election described in Section XV(a)(3)).

Eligibility Service – means:

(a)RSP Service as defined in the GE Vernova Retirement Savings Plan

(RSP) for (1) an Employee who is a Retirement Contribution Participant

under the RSP, or (2) an Employee of an Affiliate that has made an

applicable election described in Section XV(a)(3); and

(b)Pension Qualification Service as defined in the GE Energy Pension Plan

for all other Employees.

For Employees described in subsection (a) of this definition, Eligibility Service also

includes periods of protected service credited under established Company procedures,

such as in connection with a layoff or permanent disability, that are not credited as RSP

Service.  An Employee who was previously eligible for but did not become entitled to an

Executive Retirement Installment Benefit as of the Employee’s Termination Date, who

leaves the Service of the Company and all Affiliates, and who is reemployed with the

Company or an Affiliate on or after January 1, 2021, shall not have any prior Eligibility

Service reinstated and shall not be credited with or accrue any Eligibility Service during

any such period of reemployment.

The Benefits Administrative Committee may adopt such rules as it deems necessary for

determining an Employee’s Eligibility Service.

Employee – means Employee as defined in the GE Energy Pension Plan, but

substituting the term “Company” as defined in this Section XXII for the term “Company”

as used in the definition of Employee in the GE Energy Pension Plan.

44

Normal Commencement Date – means the first day of the month following three

completed calendar months after an Employee’s 65th birthday, except that in the case of

a Specified Employee whose benefit has been delayed for six completed calendar

months pursuant to Section XIX(b)(1), it means the first day of the month following six

completed calendar months after his 65th birthday.

GE Energy Pension Plan – means the GE Energy Pension Plan, as defined in Section

II(g).

GE Vernova Retirement Savings Plan – means the GE Vernova Retirement Savings

Plan, as amended and renamed from time to time. Prior to April 2, 2024, the GE

Vernova Retirement Savings Plan was named the GE Retirement Savings Plan.

Termination Date – means the earlier of the date of an Employee’s Separation from

Service or termination of Service with the Company.

Section XXIII.Effect of Certain Plan Provisions

(a)The following provisions of Part I shall not apply to Part II:

Section I, except the penultimate paragraph thereof

Section II(a)

Section II(b)

Section II(c)

Section II(e)

Section II(h)

Section II(i)

Section II(j)

Section II(l)

Section II(m)

Section III(a)

Section III(c)

Section IV

Section V

Section VI

Section VII

Section VIII

Section IX

Section X

Section XIII

(b)The remaining provisions of Part I, or the underlying principles of such

provisions, shall apply to Part II.  Consistent with the foregoing and without

limiting the scope of this subsection (b):

45

(1)the Board of Directors may, in its sole discretion, terminate,

suspend or amend the Executive Retirement Installment Benefit set

forth in this Part II consistent with the principles of Section XII in the

same manner that the Supplementary Pension Annuity Benefit in

Part I may be so terminated, suspended or amended;

(2)the Benefits Administrative Committee shall have the same powers,

authority and absolute discretion with respect to the Executive

Retirement Installment Benefit in this Part II that it has with respect

to the Supplementary Pension Annuity Benefit in Part I consistent

with the principles of Section XI; and

(3)the definition of Non-Grandfathered Plan Benefit in Section ll(j) shall

include all benefits earned under Part II.

(c)No provisions of Part II shall apply to Part I, except that, as described in

the Introduction, the service disregard rule in Section XV(b) shall apply in

determining eligibility for Part I.

46

Appendix A

Transfer of GE Energy Benefits and Liabilities from GE Supplementary Pension Plan

Section I.  Allocation of Employees

Effective January 1, 2023 (the “Plan Spin-Off Date”), in anticipation of General Electric

Company’s split into three separate companies comprising General Electric Company’s

aviation, healthcare and energy businesses, respectively, the Energy Benefit Liabilities

(as defined below) were transferred to this Plan (the “Plan Spin-Off”). The Energy

Benefit Liabilities are the benefits and liabilities under the GE Supplementary Pension

Plan for (i) active employees of GE Vernova, and (ii) most former employees of General

Electric Company’s energy business, in each case as determined by General Electric

Company in its sole discretion and identified on a list maintained in the records of

General Electric Company. (For the avoidance of doubt, with respect to individuals who

have accrued GE Pension Plan benefits as of the Plan Spin-Off Date, the Energy

Benefit Liabilities are the benefits and liabilities under the GE Supplementary Pension

Plan for individuals whose benefits under the GE Pension Plan are transferred as of the

Plan Spin-Off Date to the GE Energy Pension Plan.) The participants transferred to this

Plan are the “GE Energy Transferees.” No GE Energy Transferee shall have any claims

against General Electric Company or any of its affiliates (other than the Sponsor while it

is an affiliate of General Electric Company) in respect of benefits under the GE

Supplementary Pension Plan or the Plan.

Benefits and liabilities for certain former employees of General Electric Company’s

energy business will remain in the GE Aerospace Supplementary Pension Plan, as

determined by General Electric Company in its sole discretion and identified on a list

maintained in the records of General Electric Company.

Effective immediately prior to the Plan Spin-Off Date, the GE Energy Transferees

(including, as applicable, their beneficiaries) shall cease to be participants in the GE

Aerospace Supplementary Pension Plan, shall no longer be entitled to any benefit

payments from the GE Aerospace Supplementary Pension Plan, and shall no longer

have any rights whatsoever under the GE Aerospace Supplementary Pension Plan

(even if the GE Energy Transferee is subsequently employed by, or has service with,

General Electric Company, operating as GE Aerospace effective April 2, 2024, or the

GE Aerospace Affiliates, unless the GE Energy Transferee’s benefit is transferred back

to the GE Aerospace Supplementary Pension Plan in accordance with this Appendix A).

Effective on the Plan Spin-Off Date, this Plan assumes the Energy Benefit Liabilities as

a continuation of the GE Aerospace Supplementary Pension Plan and each GE Energy

Transferee is a participant in this Plan. Each GE Energy Transferee’s status under this

Plan on the Plan Spin-Off Date shall be the same as the GE Energy Transferee’s status

under the GE Aerospace Supplementary Pension Plan immediately prior to the Plan

Spin-Off Date.  For the avoidance of doubt, (i) each GE Energy Transferee’s service

with General Electric Company and the GE Affiliates credited under the GE Aerospace

Supplementary Pension Plan immediately prior to the Plan Spin-Off Date shall be

47

credited under this Plan, and (ii) no GE Energy Transferee shall be treated as incurring

a termination of employment, separation from service, vesting, retirement or similar

event for purposes of determining the right to a distribution, benefits or any other

purpose under this Plan solely as a result of the Plan Spin-Off or the corporate spin-offs

of General Electric Company’s healthcare and energy businesses.

Section II.  Transfer of Benefits and Liabilities

The Plan Spin-Off shall be effected in accordance with the applicable requirements of

this instrument.  The accrued benefit of each GE Energy Transferee under the GE

Supplementary Pension Plan immediately before the Plan Spin-Off shall become his

accrued benefit under this Plan immediately after the Plan Spin-Off. 

Following the Plan Spin-Off, the Sponsor and its Affiliates shall have exclusive

responsibility for paying benefits under this Plan and for all payment obligations

hereunder.

Section III. Transfers to this Plan after the Plan Spin-Off Date

Following the Plan Spin-Off Date, if an individual with an accrued benefit under the GE

Aerospace Supplementary Pension Plan or the GE HealthCare Supplementary Pension

Plan (1) transfers employment directly to a GE Affiliate that is part of GE Vernova or (2)

is hired by a GE Affiliate that is part of GE Vernova, the benefits and liabilities for such

individual shall be transferred from the GE Supplementary Pension Plan or the GE

HealthCare Supplementary Pension Plan, as applicable, to this Plan (each such transfer

to this Plan, a “Subsequent Plan Spin-Off”).  Such Subsequent Plan Spin-Off shall be

effective: (i) if the individual does not have a benefit under the GE Aerospace Pension

Plan or the GE HealthCare Pension Plan, upon the date of such individual’s transfer of

employment or hire, as applicable, or (ii) if the individual has a benefit under the GE

Aerospace Pension Plan or the GE HealthCare Pension Plan, the date of the

corresponding transfer of such individual’s benefit under such pension plan to the GE

Energy Pension Plan (the “Subsequent Spin-Off Date”). (For the avoidance of doubt, no

Subsequent Plan Spin-Off shall occur in connection with a transfer of employment if

such individual’s former employer is not an Affiliate when the individual becomes

employed by his new employer.)

Each Subsequent Plan Spin-Off shall be completed in a manner consistent with

Sections I and II of this Appendix A and the individual subject to the Subsequent Plan

Spin-Off shall be treated as a “GE Energy Transferee;” provided, however, that the “Plan

Spin-Off Date” with respect to such GE Energy Transferee shall be the Subsequent

Spin-Off Date.

Immediately after the Subsequent Plan Spin-Off, each GE Energy Transferee included

in the Subsequent Plan Spin-Off shall cease to be a participant in the GE Aerospace

Supplementary Pension Plan or the GE HealthCare Supplementary Pension Plan, as

applicable, and shall become a participant in the Plan.  Regardless of whether the

48

Subsequent Spin-Off Date is the same as the date of the change in employment, the

GE Energy Transferee’s status under the Plan as of the Subsequent Spin-Off Date shall

be the same as if the Subsequent Plan Spin-Off had occurred at the time of the change

in employment (preserving the GE Energy Transferee’s status under the GE Aerospace

Supplementary Pension Plan or the GE HealthCare Supplementary Pension Plan (as

applicable) immediately prior to such change in employment, unless the GE HealthCare

Transferee’s new position involves a change in status under the Plan), with service

crediting and benefit accrual (as applicable) for periods after the change in employment

being determined in accordance with the Plan’s rules for the GE Energy Transferee’s

new position.

Section IV. Transfers from this Plan after the Plan Spin-Off Date

Following the Plan Spin-Off Date, if an individual with an accrued benefit under this Plan

(1) transfers employment directly to an Affiliate that is part of GE Aerospace or GE

HealthCare or (2) is hired by an Affiliate that is part of GE Aerospace or GE HealthCare,

the benefits and liabilities for such individual (each such individual, a “Transferred

Participant”) shall be transferred from this Plan to the GE Aerospace Supplementary

Pension Plan or the GE HealthCare Supplementary Pension Plan, as applicable (each

such transfer from the Plan, a  “Reverse Plan Spin-Off”). Such Reverse Plan Spin-Off

shall be effective: (i) if the Transferred Participant does not have a benefit under the GE

Energy Pension Plan, upon the date of the Transferred Participant’s transfer of

employment or hire, as applicable, or (ii) if the Transferred Participant has a benefit

under the GE Energy Pension Plan, the date of the corresponding transfer of such

Transferred Participant’s benefit under the GE Energy Pension Plan (the “Transfer

Date”). (For the avoidance of doubt, no Reverse Plan Spin-Off shall occur in connection

with a transfer of employment if such individual’s former employer is not an Affiliate

when the individual becomes employed by his new employer.)

If the Reverse Plan Spin-Off occurs after the Transferred Participant’s transfer of

employment or hire, such Transferred Participant shall continue to accrue service and

benefits (if applicable) for the period until the Reverse Plan Spin-Off (unless the

Transferred Participant’s new position involves a change in status under the terms of the

GE Aerospace Supplementary Pension Plan or GE HealthCare Supplementary Pension

Plan, as applicable), such that the Transferred Participant’s benefit under the GE

Aerospace Supplementary Pension Plan or GE HealthCare Supplementary Pension

Plan (as applicable) after the Reverse Plan Spin-Off shall be the same as if the Reverse

Plan Spin-Off had occurred at the time of the applicable transfer of employment or hire.

Each Reverse Plan Spin-Off shall be effected in accordance with the applicable

requirements of this instrument.  The accrued benefit of the Transferred Participant

under this Plan immediately before the Reverse Plan Spin-Off shall become his accrued

benefit under the GE Aerospace Supplementary Pension Plan or the GE HealthCare

Supplementary Pension Plan, as applicable, immediately after the Reverse Plan Spin-

Off. 

49