retirement. reality · PDF file(available at ), ... investment measurement options under the...

20
retirement. reality Sony Pictures Entertainment Deferred Compensation Plan

Transcript of retirement. reality · PDF file(available at ), ... investment measurement options under the...

Page 1: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

retirement. reality

Sony Pictures EntertainmentDeferred Compensation Plan

dtetzlaff
Text Box
EXHIBIT #3
Page 2: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

J.P. Morgan Retirement Plan Services is proud to offer you our professional recordkeeping experience.

We serve more than 200 retirement plans like yours and more than one million retirement plan participants.

We offer a world-class Web site and highly-trained call center representatives for your convenience.

Congratulations!

Page 3: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

1

The Sony Pictures Entertainment Deferred Compensation Plan (“SPE Deferred Compensation Plan” or “Plan”) is one of the many benefits available to reward you for your commitment to the company and assist you in preparing for retirement. You are eligible to participate in the Plan, which allows you to defer the receipt of eligible pay. The opportunity to defer pay may provide cash flow and tax advantages that may help you in planning for the future.

With this plan, you can:

•Defer more pre-tax compensation than in 401(k) plans*

•Reduce your current taxable income

•Defer taxes on the earnings credited to your deferrals

•Schedule distributions while in service

•Plan for retirement and other long-term savings goals in a tax-effective manner

This Plan comes in where the 401(k) plan leaves off — to help you accumulate more savings on a pre-tax basis. Because

the SPE Deferred Compensation Plan is a “nonqualified” plan, it is exempt from federal regulations that limit the amount of

compensation you can defer on a pre-tax basis. Additional Plan limits may apply.

*Deferrals will be net of any FICA or other taxes that may apply.

1

The Sony Pictures Entertainment Deferred Compensation Plan (“SPE Deferred Compensation Plan” or “Plan”) is one of the many benefits available to reward you for your commitment to the company and assist you in preparing for retirement. You are eligible to participate in the Plan, which allows you to defer the receipt of eligible pay. The opportunity to defer pay may provide cash flow and tax advantages that may help you in planning for the future.

With this plan, you can:

•Defer more pre-tax compensation than in 401(k) plans*

•Reduce your current taxable income

•Defer taxes on the earnings credited to your deferrals

•Schedule distributions while in service

•Plan for retirement and other long-term savings goals in a tax-effective manner

This Plan comes in where the 401(k) plan leaves off — to help you accumulate more savings on a pre-tax basis. Because

the SPE Deferred Compensation Plan is a “nonqualified” plan, it is exempt from federal regulations that limit the amount of

compensation you can defer on a pre-tax basis. Additional Plan limits may apply.

*Deferrals will be net of any FICA or other taxes that may apply.

000001_ENG_010001

Page 4: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

2

Defer more for your retirement401(k) plans are a great way to save for retirement and

they have statutory limits on how much you can defer on a

pre-tax basis. Deferred compensation plans generally allow

participants to defer more of their compensation, whether

it be salary or bonus. For highly compensated individuals,

this is one major advantage of deferred compensation

plans such as the SPE Deferred Compensation Plan. Your

Plan has a number of other features to help you plan your

financial future.

The following is only a brief overview of the Plan and

some of its features. Elections you make under the Plan

are generally irrevocable. Therefore, before making any

decisions and/or elections, you are strongly encouraged

to review the Plan's Summary Plan Description (available

at www.retireonline.com/sony) and consult with a tax

or financial advisor. Any questions you have about the

Plan should be referred to the Plan's administrator or your

People & Organization representative.

EligibilitySony Pictures Entertainment (“SPE” or the “Company”)

offers a select group of highly paid management

employees the opportunity to participate in the SPE

Deferred Compensation Plan. Eligibility for participation is

at the discretion of the Plan's Benefits Committee.

Employee contributionsYou may contribute on a pre-tax basis up to 50% of your

base salary and/or 100% of your fiscal year bonus pay

supplemental to any contributions you make to your 401(k)

plan. You pay no federal or state income taxes on amounts

credited to your account under the Plan or the earnings

credited to those amounts until you receive a distribution.

You will, however, pay Medicare and Social Security taxes

on the compensation you defer.

Here’s an example. Let’s say you defer $10,000 and are in a

35% tax bracket. You will reduce your tax liability by $3,500,

and your account will be credited with $10,000 versus the

$6,500 in after-tax money you would have received in your

paycheck if you did not participate in the Plan.

This Plan has an annual open enrollment period, during

which you decide at what deferral rate to participate for

the year ahead. However, if you were hired following the

year's annual enrollment period, you must enroll within

30 days of being notified of your plan eligibility. Once

you make a deferral election it becomes irrevocable and

cannot be changed.

Before enrollingYou may want to consider consulting with your personal tax

or financial advisor to help determine how the Plan may

best serve your personal financial goals; and any required

or elective deductions from your pay, such as Social Security

and Medicare (FICA) taxes, city tax or your 401(k) deferrals,

when determining the amount of compensation you want to

contribute to this Plan.

Since each person's financial situation is unique and any

deferral elections are generally irrevocable once made, you

are encouraged to review carefully the information contained

in this summary and the Plan's Summary Plan Description

(available at www.retireonline.com/sony), and consult with

a tax or financial advisor before making any elections on the

Deferral Election Form.

You must enroll in the Plan each year you wish to participate. Once made your deferral election cannot be revoked or changed.

2

Defer more for your retirement401(k) plans are a great way to save for retirement and

they have statutory limits on how much you can defer on a

pre-tax basis. Deferred compensation plans generally allow

participants to defer more of their compensation, whether

it be salary or bonus. For highly compensated individuals,

this is one major advantage of deferred compensation

plans such as the SPE Deferred Compensation Plan. Your

Plan has a number of other features to help you plan your

financial future.

The following is only a brief overview of the Plan and

some of its features. Elections you make under the Plan

are generally irrevocable. Therefore, before making any

decisions and/or elections, you are strongly encouraged

to review the Plan's Summary Plan Description (available

at www.retireonline.com/sony) and consult with a tax

or financial advisor. Any questions you have about the

Plan should be referred to the Plan's administrator or your

People & Organization representative.

EligibilitySony Pictures Entertainment (“SPE” or the “Company”)

offers a select group of highly paid management

employees the opportunity to participate in the SPE

Deferred Compensation Plan. Eligibility for participation is

at the discretion of the Plan's Benefits Committee.

Employee contributionsYou may contribute on a pre-tax basis up to 50% of your

base salary and/or 100% of your fiscal year bonus pay

supplemental to any contributions you make to your 401(k)

plan. You pay no federal or state income taxes on amounts

credited to your account under the Plan or the earnings

credited to those amounts until you receive a distribution.

You will, however, pay Medicare and Social Security taxes

on the compensation you defer.

Here’s an example. Let’s say you defer $10,000 and are in a

35% tax bracket. You will reduce your tax liability by $3,500,

and your account will be credited with $10,000 versus the

$6,500 in after-tax money you would have received in your

paycheck if you did not participate in the Plan.

This Plan has an annual open enrollment period, during

which you decide at what deferral rate to participate for

the year ahead. However, if you were hired following the

year's annual enrollment period, you must enroll within

30 days of being notified of your plan eligibility. Once

you make a deferral election it becomes irrevocable and

cannot be changed.

Before enrollingYou may want to consider consulting with your personal tax

or financial advisor to help determine how the Plan may

best serve your personal financial goals; and any required

or elective deductions from your pay, such as Social Security

and Medicare (FICA) taxes, city tax or your 401(k) deferrals,

when determining the amount of compensation you want to

contribute to this Plan.

Since each person's financial situation is unique and any

deferral elections are generally irrevocable once made, you

are encouraged to review carefully the information contained

in this summary and the Plan's Summary Plan Description

(available at www.retireonline.com/sony), and consult with

a tax or financial advisor before making any elections on the

Deferral Election Form.

You must enroll in the Plan each year you wish to participate. Once made your deferral election cannot be revoked or changed.

Page 5: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

3

Investment choicesCertain participants ("accredited investors") are eligible to select among various

investment measurement options under the Plan for purposes of crediting their

Plan accounts with earnings and losses. Whether you're an "accredited investor"

is determined under SEC and Plan rules. Generally, new employees must

self-certify their accredited investor status based on net worth ($1 million or

more). To self-certify, complete the Certification of Accredited Investor Status Form (available from J.P. Morgan). If you are an accredited investor, you can

make investment changes at any time at www.retireonline.com/sony or by

calling the Sony Savings Plans Service Center at 877-SONY-SAVE (877-766-9728).

If you don’t provide investment elections, or are not an accredited investor your

account will be treated as invested in the Fixed Crediting Rate Fund. You’ll want

to keep in mind that as an accredited investor, you’ll be limited to one transfer

into or out of the Fixed Crediting Rate Fund per month.

The following investment measurement options are currently available under the Plan:

Fund Name Ticker

JPMorgan Prime Money Market - Capital Share Class CJPXX

Fixed Crediting Rate Fund N/A

American Century Strategic Allocation Moderate – Inst* ASAMX

PIMCO Total Return Fund - Inst PTTRX

PIMCO High Yield Fund - Inst PHIYX

Dodge & Cox Stock Fund DODGX

Vanguard 500 Index Signal VIFSX

T Rowe Price Growth Stock Fund PRGFX

Artisan Mid Cap Fund - Inv ARTMX

Fidelity Low Priced Stock Fund FLPSX

Glenmede Small Cap Equity Adv GTCSX

JPMorgan International Equity R5 JIERX

Eaton Vance Parametric Emerging Markets Fund - Inst EIEMX

ING Global Real Estate I IGLIX

For more complete information about any of the mutual funds available under the Plan, please call 877-SONY-SAVE (877-766-9728). Participants should carefully consider the investment objectives, risks, charges and expenses of the fund. Please carefully read the prospectus, which contains this and other important information, before you invest.

An investment in a money market fund is not insured or guaranteed by the FDIC or any other government agency. Although money market funds strive to preserve the value of the investment at $1.00 per share, it is possible to lose money by investing in a money market fund.

This material has been prepared for informational and educational purposes only. It is not intended to provide, and should not be relied upon for, investment, accounting, legal or tax advice.

Recordkeeping and administrative services for the plan are provided by J.P. Morgan Retirement Plan Services LLC (J.P. Morgan); securities transactions for the plan may be introduced by J.P. Morgan Institutional Investments Inc. (JPMII). Member FINRA/SIPC. J.P. Morgan and JPMII are affiliates of JPMorgan Chase & Co.

*As of January 10, 2014,the American Century Strategic Allocation Moderate – Inst will replace the Oakmark Equity & Income Fund.

Plan benefits are only deemed to be invested in accordance with the participant elections (or in the Fixed Crediting Rate

fund). The Plan is an unfunded arrangement and benefits due from the Plan are paid from the Company's general assets

or through a revocable grantor type trust. No funds are set aside by the Company for the payment of these benefits and,

therefore, no funds are actually invested on a participant's behalf. See Your security on page 5 for more information about

the Plan's funded status.

Additional information on the funds available to you in the Plan may be found at www.retireonline.com/sony or may be requested by calling 877-SONY-SAVE (877-766-9728).

3

Investment choicesCertain participants ("accredited investors") are eligible to select among various

investment measurement options under the Plan for purposes of crediting their

Plan accounts with earnings and losses. Whether you're an "accredited investor"

is determined under SEC and Plan rules. Generally, new employees must

self-certify their accredited investor status based on net worth ($1 million or

more). To self-certify, complete the Certification of Accredited Investor Status Form (available from J.P. Morgan). If you are an accredited investor, you can

make investment changes at any time at www.retireonline.com/sony or by

calling the Sony Savings Plans Service Center at 877-SONY-SAVE (877-766-9728).

If you don’t provide investment elections, or are not an accredited investor your

account will be treated as invested in the Fixed Crediting Rate Fund. You’ll want

to keep in mind that as an accredited investor, you’ll be limited to one transfer

into or out of the Fixed Crediting Rate Fund per month.

The following investment measurement options are currently available under the Plan:

Fund Name Ticker

JPMorgan Prime Money Market - Capital Share Class CJPXX

Fixed Crediting Rate Fund N/A

American Century Strategic Allocation Moderate – Inst* ASAMX

PIMCO Total Return Fund - Inst PTTRX

PIMCO High Yield Fund - Inst PHIYX

Dodge & Cox Stock Fund DODGX

Vanguard 500 Index Signal VIFSX

T Rowe Price Growth Stock Fund PRGFX

Artisan Mid Cap Fund - Inv ARTMX

Fidelity Low Priced Stock Fund FLPSX

Glenmede Small Cap Equity Adv GTCSX

JPMorgan International Equity R5 JIERX

Eaton Vance Parametric Emerging Markets Fund - Inst EIEMX

ING Global Real Estate I IGLIX

For more complete information about any of the mutual funds available under the Plan, please call 877-SONY-SAVE (877-766-9728). Participants should carefully consider the investment objectives, risks, charges and expenses of the fund. Please carefully read the prospectus, which contains this and other important information, before you invest.

An investment in a money market fund is not insured or guaranteed by the FDIC or any other government agency. Although money market funds strive to preserve the value of the investment at $1.00 per share, it is possible to lose money by investing in a money market fund.

This material has been prepared for informational and educational purposes only. It is not intended to provide, and should not be relied upon for, investment, accounting, legal or tax advice.

Recordkeeping and administrative services for the plan are provided by J.P. Morgan Retirement Plan Services LLC (J.P. Morgan); securities transactions for the plan may be introduced by J.P. Morgan Institutional Investments Inc. (JPMII). Member FINRA/SIPC. J.P. Morgan and JPMII are affiliates of JPMorgan Chase & Co.

*As of January 10, 2014,the American Century Strategic Allocation Moderate – Inst will replace the Oakmark Equity & Income Fund.

Plan benefits are only deemed to be invested in accordance with the participant elections (or in the Fixed Crediting Rate

fund). The Plan is an unfunded arrangement and benefits due from the Plan are paid from the Company's general assets

or through a revocable grantor type trust. No funds are set aside by the Company for the payment of these benefits and,

therefore, no funds are actually invested on a participant's behalf. See Your security on page 5 for more information about

the Plan's funded status.

Additional information on the funds available to you in the Plan may be found at www.retireonline.com/sony or may be requested by calling 877-SONY-SAVE (877-766-9728).

Page 6: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

4

Access to your savings• In-service Withdrawal: Plan benefits are normally paid to you upon your separation from service (for any reason) from

SPE and all Sony affiliates. However, SPE recognizes that you may need access to your funds before then. To provide

you with greater flexibility, the Plan provides an in-service withdrawal feature. This feature is in addition to the hardship

withdrawal feature and other distribution options discussed below.

• When you elect to defer salary and/or bonus, you may also elect at that time to have such amounts paid to you in a

lump sum payment in the month of January of a year that is at least 5 full calendar years after the end of the year in

which such deferred amounts would otherwise have been paid to you. For example, you could elect during the 2013

annual enrollment period to defer your 2014 base salary to January 2020 or later and/or your 2015 fiscal bonus to

January 2021 or later.

• Termination: Each year that you elect to defer a portion of your base salary and/or bonus, you will elect when and how

you'll receive that year's deferrals upon your separation from service. Generally speaking, you may elect to receive your

benefits as a lump sum or in installments for up to 10 years. You may also elect to have Plan distributions begin either 6 or

12 months after your separation from service. Once you make a distribution election (including an in-service withdrawal

election), it becomes irrevocable and cannot be changed. Therefore, SPE urges you to consult with your tax or financial

advisor before completing the Distribution Election Form. In the absence of a valid election, benefits will be paid in a

lump sum, 6 months following your separation from service.

•Hardship Withdrawal: A hardship withdrawal is available in certain unforeseeable emergency situations. You must first

exhaust all other available sources, including 401(k) loans and withdrawals. Generally, the standards for qualifying for a

hardship withdrawal under this Plan are more stringent than those applicable under the 401(k) Plan. Should you need

more information about hardship withdrawals, refer to the Plan's Summary Plan Description.

4

Access to your savings• In-service Withdrawal: Plan benefits are normally paid to you upon your separation from service (for any reason) from

SPE and all Sony affiliates. However, SPE recognizes that you may need access to your funds before then. To provide

you with greater flexibility, the Plan provides an in-service withdrawal feature. This feature is in addition to the hardship

withdrawal feature and other distribution options discussed below.

• When you elect to defer salary and/or bonus, you may also elect at that time to have such amounts paid to you in a

lump sum payment in the month of January of a year that is at least 5 full calendar years after the end of the year in

which such deferred amounts would otherwise have been paid to you. For example, you could elect during the 2013

annual enrollment period to defer your 2014 base salary to January 2020 or later and/or your 2015 fiscal bonus to

January 2021 or later.

• Termination: Each year that you elect to defer a portion of your base salary and/or bonus, you will elect when and how

you'll receive that year's deferrals upon your separation from service. Generally speaking, you may elect to receive your

benefits as a lump sum or in installments for up to 10 years. You may also elect to have Plan distributions begin either 6 or

12 months after your separation from service. Once you make a distribution election (including an in-service withdrawal

election), it becomes irrevocable and cannot be changed. Therefore, SPE urges you to consult with your tax or financial

advisor before completing the Distribution Election Form. In the absence of a valid election, benefits will be paid in a

lump sum, 6 months following your separation from service.

•Hardship Withdrawal: A hardship withdrawal is available in certain unforeseeable emergency situations. You must first

exhaust all other available sources, including 401(k) loans and withdrawals. Generally, the standards for qualifying for a

hardship withdrawal under this Plan are more stringent than those applicable under the 401(k) Plan. Should you need

more information about hardship withdrawals, refer to the Plan's Summary Plan Description.

Page 7: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

5

Your securityAlthough this nonqualified plan is exempt from certain federal regulations limiting amounts that may be deferred by

employees on a pre-tax basis, it must follow tax laws that govern the use of the plan’s assets.

When you participate in this plan, you become an “unsecured general creditor” of the Company. This means plan benefits

are not secured or funded, and general company assets must fund plan distributions. Your assets would be used to pay

general company creditors if the company became insolvent. While the Company intends to pay all benefits due, all

participants are considered general unsecured creditors of the Company. Investment allocations do not change this

unfunded status or your status as an unsecured creditor of the Company with respect to these funds.

Taxes on distributions Distributions will be subject to ordinary income taxes at the time you receive them. They are not eligible for rollover into an

Individual Retirement Account (IRA), another employer’s nonqualified plan or a tax-qualified retirement plan. Your distribution

will be paid (or installments will commence) on the first available payroll of the month following the date of termination.

How the Sony Pictures Entertainment Deferred Compensation Plan compares to the Sony USA 401(k) Plan

Feature 401(k) Plan SPE Deferred Compensation Plan

Pre-tax Deferral Limits

$17,500 for 2014

Additional $5,500 for those age 50 and

over in 2014

Up to 50% of annual “base pay” and up

to 100% of fiscal year “bonus pay”*

Contribution ChangesPre-tax contribution changes allowed at any time

during the year

Deferral changes only allowed during

open enrollment prior to next plan year

Taxation

Pre-tax contributions and earnings are tax deferred

until withdrawn

10% penalty may apply for withdrawals prior to

age 59½

Deferrals and earnings are tax deferred

until withdrawn or paid

No penalty on scheduled withdrawals at

any age

Distributions While Employed

Loans are available provided they are repaid

with interest

Scheduled distributions are available

penalty free if elected during the

applicable enrollment period prior to

next plan year. Loans are not available.

Rollover Potential May be rolled over to an IRA or other qualified plan No rollover is available

*fiscal year bonus (April 1 - March 31)

5

Your securityAlthough this nonqualified plan is exempt from certain federal regulations limiting amounts that may be deferred by

employees on a pre-tax basis, it must follow tax laws that govern the use of the plan’s assets.

When you participate in this plan, you become an “unsecured general creditor” of the Company. This means plan benefits

are not secured or funded, and general company assets must fund plan distributions. Your assets would be used to pay

general company creditors if the company became insolvent. While the Company intends to pay all benefits due, all

participants are considered general unsecured creditors of the Company. Investment allocations do not change this

unfunded status or your status as an unsecured creditor of the Company with respect to these funds.

Taxes on distributions Distributions will be subject to ordinary income taxes at the time you receive them. They are not eligible for rollover into an

Individual Retirement Account (IRA), another employer’s nonqualified plan or a tax-qualified retirement plan. Your distribution

will be paid (or installments will commence) on the first available payroll of the month following the date of termination.

How the Sony Pictures Entertainment Deferred Compensation Plan compares to the Sony USA 401(k) Plan

Feature 401(k) Plan SPE Deferred Compensation Plan

Pre-tax Deferral Limits

$17,500 for 2014

Additional $5,500 for those age 50 and

over in 2014

Up to 50% of annual “base pay” and up

to 100% of fiscal year “bonus pay”*

Contribution ChangesPre-tax contribution changes allowed at any time

during the year

Deferral changes only allowed during

open enrollment prior to next plan year

Taxation

Pre-tax contributions and earnings are tax deferred

until withdrawn

10% penalty may apply for withdrawals prior to

age 59½

Deferrals and earnings are tax deferred

until withdrawn or paid

No penalty on scheduled withdrawals at

any age

Distributions While Employed

Loans are available provided they are repaid

with interest

Scheduled distributions are available

penalty free if elected during the

applicable enrollment period prior to

next plan year. Loans are not available.

Rollover Potential May be rolled over to an IRA or other qualified plan No rollover is available

*fiscal year bonus (April 1 - March 31)

Page 8: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

6

How to enrollComplete any applicable forms from this Welcome Guide and return them to J.P. Morgan. All mailed forms must be

postmarked within 30 days from your date of hire. Please take the time to carefully review your Deferral Election, Distribution Election, Designation of Beneficiaries, and/or Certification of Accredited Investor Status Forms before submitting them for

processing. Incomplete and/or inaccurate forms will be returned to you unprocessed. A delay in submitting complete and

accurate forms may result in your being barred from Plan participation. You should keep, for your records, copies of all forms

that you submit. If you have questions about the forms or the SPE Deferred Compensation Plan, please call 877-SONY-SAVE

(877-766-9728) to speak with a J.P. Morgan representative weekdays between 5 a.m. and 6 p.m. Pacific time.

Once your completed forms are received and processed, J.P. Morgan Retirement Plan Services will provide you with

confirmations. Please review these confirmations carefully and immediately notify the Plan administrator or your People &

Organization representative of any discrepancies between your elections and the confirmations. Failure to do so could result

in adverse tax consequences.

Don’t forgetIt’s important that you name a beneficiary for the SPE Deferred Compensation Plan. While you may have already

designated a beneficiary for your Sony USA 401(k) Plan, please be aware that you need to separately designate a

beneficiary for the SPE Deferred Compensation Plan. To name a beneficiary or check your current beneficiary information,

simply log on to www.retireonline.com/sony. From the “My Accounts” screen:

1. Click on “My profile” (near the top of the screen)

2. Click on “Beneficiaries (left side of screen)

Or, complete and return the beneficiary form included in this Welcome Guide.

Legal NoticesThis document summarizes the provisions of the Plan as in effect on January 1, 2012. In the event of a discrepancy or inconsistency between this summary or the Summary Plan Description and the official Plan document, the Plan document will govern in all cases. Your eligibility for participation in the Plan is not a guarantee of your continued employment with SPE in any capacity. In general, the Company makes every effort to verify eligibility for the Plan. However, receipt of this summary does not necessarily entitle you to participate in the Plan. In addition to satisfying the eligibility rules, you must also work for a participating company. The Plan administrator (or its duly authorized designee) shall decide all questions of eligibility.

SPE reserves the right, in its sole discretion, to amend or terminate the Plan at any time and for any reason. In general, any such change will not adversely affect the benefits already earned by you but may affect your right to future benefits. Any such change may include without limitation a change to the Plan's eligibility criteria, the replacement or elimination of any deemed investment option or interest crediting option or method under the Plan, and amendment or elimination of any pre-termination distribution or withdrawal method.

No one other than the Plan administrator (or its duly authorized designee) has any authority to interpret or change the terms of this Plan, or to make any promises to you about benefits that may be available.

The Plan Administrator (or its designee) has the exclusive authority to administer, interpret and apply the terms of this Plan and decide all matters arising in connection with this Plan.

Sony SPE_NQ POD©2013 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

6

How to enrollComplete any applicable forms from this Welcome Guide and return them to J.P. Morgan. All mailed forms must be

postmarked within 30 days from your date of hire. Please take the time to carefully review your Deferral Election, Distribution Election, Designation of Beneficiaries, and/or Certification of Accredited Investor Status Forms before submitting them for

processing. Incomplete and/or inaccurate forms will be returned to you unprocessed. A delay in submitting complete and

accurate forms may result in your being barred from Plan participation. You should keep, for your records, copies of all forms

that you submit. If you have questions about the forms or the SPE Deferred Compensation Plan, please call 877-SONY-SAVE

(877-766-9728) to speak with a J.P. Morgan representative weekdays between 5 a.m. and 6 p.m. Pacific time.

Once your completed forms are received and processed, J.P. Morgan Retirement Plan Services will provide you with

confirmations. Please review these confirmations carefully and immediately notify the Plan administrator or your People &

Organization representative of any discrepancies between your elections and the confirmations. Failure to do so could result

in adverse tax consequences.

Don’t forgetIt’s important that you name a beneficiary for the SPE Deferred Compensation Plan. While you may have already

designated a beneficiary for your Sony USA 401(k) Plan, please be aware that you need to separately designate a

beneficiary for the SPE Deferred Compensation Plan. To name a beneficiary or check your current beneficiary information,

simply log on to www.retireonline.com/sony. From the “My Accounts” screen:

1. Click on “My profile” (near the top of the screen)

2. Click on “Beneficiaries (left side of screen)

Or, complete and return the beneficiary form included in this Welcome Guide.

Legal NoticesThis document summarizes the provisions of the Plan as in effect on January 1, 2012. In the event of a discrepancy or inconsistency between this summary or the Summary Plan Description and the official Plan document, the Plan document will govern in all cases. Your eligibility for participation in the Plan is not a guarantee of your continued employment with SPE in any capacity. In general, the Company makes every effort to verify eligibility for the Plan. However, receipt of this summary does not necessarily entitle you to participate in the Plan. In addition to satisfying the eligibility rules, you must also work for a participating company. The Plan administrator (or its duly authorized designee) shall decide all questions of eligibility.

SPE reserves the right, in its sole discretion, to amend or terminate the Plan at any time and for any reason. In general, any such change will not adversely affect the benefits already earned by you but may affect your right to future benefits. Any such change may include without limitation a change to the Plan's eligibility criteria, the replacement or elimination of any deemed investment option or interest crediting option or method under the Plan, and amendment or elimination of any pre-termination distribution or withdrawal method.

No one other than the Plan administrator (or its duly authorized designee) has any authority to interpret or change the terms of this Plan, or to make any promises to you about benefits that may be available.

The Plan Administrator (or its designee) has the exclusive authority to administer, interpret and apply the terms of this Plan and decide all matters arising in connection with this Plan.

Sony SPE_NQ POD©2013 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

Page 9: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Sony Pictures Entertainment Deferred Compensation Plan

Deferral Election FormFor 2014 Plan Year

To make deferral elections to the Sony Pictures Entertainment Deferred Compensation Plan ("The Plan), you may complete this form or visit www.retireonline.com/sony. You can also contact J.P. Morgan Retirement Plan Services at 877-SONY-SAVE (877-766-9728) weekdays between 5 a.m. and 6 p.m. Pacific time.

Plan - 161274TT/ENROLL

For JPM use only

NQ-SPE-35980 1311

© 2013 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

I hereby elect to defer receipt of ________________% (not more than 50%) of my regular compensation for calendar year 2014 under the provisions of the plan. 1

Employee AcknowledgementI understand that my deferral amount(s) will be net of any FICA or other taxes that may apply. I understand that payment of any deferred amounts will not commence until after the earliest to occur of my separation from service (termination of employment for any reason, including retirement), unless I elect an in-service withdrawal or apply and qualify for a hardship withdrawal. I understand that my election to defer base salary is irrevocable except during the "enrollment period" (as defined by the Company) or as otherwise permitted under the "hardship withdrawal" provisions of the Plan. I have received, read and understand the Summary Plan Description of the Plan.

3

X __________________________________________________________ Last Name, First Name (please print or type)

X _________________________________________________ Signature

Social Security number

– –

Date (mm/dd/yyyy)

/ /

New hires must complete and return this form to J.P. Morgan Retirement Plan Services within 30 days of

their hire date: J.P. Morgan Retirement Plan Services, P.O. Box 419784, Kansas City, MO 64141-6784.

I hereby elect to defer receipt of ________________% (not more than 100%) of my fiscal year 2015 bonus pay (4/1/14 - 3/31/15). 2

Page 10: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Thispageintentionallyleftblank

Page 11: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Sony Pictures Entertainment Deferred Compensation Plan

Designation of Beneficiaries

NQ-SNY-014 1111

© 2011 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

Plan-161274CS/BENEFor JPM use only

Continued on the next page ›››

– –

1 Your Personal Information (Please use ink and print in capital letters)

Social Security Number (Optional) Daytime Phone Number Evening Phone Number

– – – –

Address

Last Name First Name MI

E-Mail Address

City State Zip

Complete this form to name beneficiaries who will receive any plan benefits payable at the time of your death. You can change your beneficiaries at any time by going online at www.retireonline.com/sony or by completing a new form. Attach an extra page if you want to designate more than two primary or secondary beneficiaries. Use the format below. In addition, indicate the percentage to be paid each beneficiary.

The designated beneficiaries for all Primary Beneficiaries must total 100% and the designated beneficiaries for all Secondary Beneficiariesmust total 100%.

I hereby designate the following person(s) as my beneficiary(ies) under the plan and the percentage to be paid by each beneficiary:

Your Beneficiaries2

Primary Benefi ciary #1

Designated Percentage %

Name/Trust

Relationship Birthdate (mm/dd/yyyy) Social Security Number/TIN (Optional)

/ / – –

Address

City State Zip

Primary Benefi ciary #2

Designated Percentage %

Name/Trust

Relationship Birthdate (mm/dd/yyyy) Social Security Number/TIN (Optional)

/ / – –

Address

City State Zip

Page 12: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

NQ-SNY-014 1111

© 2011 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

Secondary Benefi ciary #1

Designated Percentage %

Name/Trust

Relationship Birthdate (mm/dd/yyyy) Social Security Number/TIN (Optional)

/ / – –

Address

City State Zip

(To receive your account if all primary benefi ciaries predecease you)

Secondary Benefi ciary #2

Designated Percentage %

Name/Trust

Relationship Birthdate (mm/dd/yyyy) Social Security Number/TIN (Optional)

/ / – –

Address

City State Zip

(To receive your account if all primary benefi ciaries predecease you)

Designation of BeneficiariesPlan-161274CS/BENEFor JPM use only

Primary Beneficiaries: If a Primary Beneficiary is not alive at the time of your death, that beneficiary’s share will be divided proportionately among the surviving Primary Beneficiary(ies), if any. If no Primary Beneficiary is alive at the time of your death, any death benefit under the plan will be distributed to the surviving Secondary Beneficiary(ies), if any.

Secondary Beneficiaries: Payment of any death benefit will be made to your Secondary Beneficiary(ies) only if no Primary Beneficiary is alive at the time of your death. If a Secondary Beneficiary is not alive at the time of your death, that beneficiary’s share will be divided proportionately among the surviving Secondary Beneficiaries, if any. If no designated beneficiary is alive at the time of your death, any death benefit under the plan will be distributed in accordance with the terms of the plan.

Rules Regarding Plan Beneficiaries3

Your SignatureI hereby revoke every previous designation of beneficiary for this plan. I understand that I may change my beneficiary at any time by making a new beneficiary designation, and that the change is effective when received and accepted by the plan administrator. If you designate a trust as beneficiary (primary or secondary), you must submit this completed form with a copy of your trust agreement.

Please return this completed form to J.P. Morgan Retirement Plan Services P.O. Box 419784, Kansas City, MO 64141-6784. You should keep a copy of this form for your records.

X ________________________________________________________________________ Signature

4

Date (mm/dd/yyyy)

/ /

Page 13: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Sony Pictures Entertainment Deferred Compensation Plan

Distribution Election FormFor 2014 Plan Year

Plan-161274

TT/ENROLLFor JPM use only

SonyCorp_DistElec_2013

© 2013 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

Please return this completed form to J.P. Morgan Retirement Plan Services, P.O. Box 419784, Kansas City, MO 64141-6784.

This form allows you to elect scheduled in-service withdrawals and elect how you want to receive payment of your 2014 Base Pay

Deferrals and Fiscal Year 2015 (4/1/14 - 3/31/15) Bonus Pay Deferrals and earnings thereon from the plan when you are eligible for

a distribution. If you choose to request an optional method of distribution upon termination or scheduled in-service withdrawal, you

must complete and submit this Distribution Election Form. This form governs all distributions other than hardship withdrawals.

1 Default Distribution

If you do not have an effective election on file with the Plan or if your election has been on file for less than

twelve (12) months as of the time of your separation from service with SPE, your benefit will be distributed in

a lump sum six (6) months after your separation from service, or as soon as practicable following your death

or disability if applicable.

Regardless of any election that you make, if your Plan account balance is $17,500 (as indexed each year by

the IRS) or less at the time a distribution is to be made, your benefits will be paid in a single lump sum as

soon as practicable following the date of such scheduled distribution.

• If you accept this default, please continue to “Your Signature” below.

• If you wish to elect an optional method of distribution, please complete the "Optional Methods of

Distribution" section below.

2Optional Methods of Distribution – Election

A. Scheduled In-Service Withdrawal

This election is to receive your 2014 Plan Year’s deferrals while employed.

2014 Base Pay Deferrals

Year: Lump sum in January ______ (January 2020 or later) — If you terminate employment prior to this

date, your 2014 Plan Year deferrals and returns thereon will be distributed as a lump sum unless you elect

an optional method of termination distribution.

Fiscal Year 2015 Bonus Pay Deferrals

Year: Lump sum in January ______ (January 2021 or later) — If you terminate employment prior to this

date, your 2014 Plan Year deferrals and returns thereon will be distributed as a lump sum unless you elect

an optional method of termination distribution.

B. Termination Distribution

This election is to receive your 2014 Plan Year deferrals at termination.

2014 Base Pay Deferrals

Method: Annual installments up to 10 years ________________ (enter number from 1-10)

to begin 6 months following termination to begin 12 months following termination

Page 1 of 2

Lump sum upon termination of employment

Fiscal Year 2015 Bonus Pay Deferrals

Method: Annual installments up to 10 years ________________ (enter number from 1-10)

Lump sum upon termination of employment

to begin 6 months following termination to begin 12 months following termination

Page 14: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

NQ-SJQ-0XX 0311

©2003 J.P. Morgan Retirement Plan Services LLC. All rights reserved.

Your SignatureI have received, read and understand the Welcome Guide for the Plan.

3X __________________________________________________ Last Name, First Name (please print or type)

X ______________________________________________ Signature

Date (mm/dd/yyyy)

/ /

– –

Social Security Number

Please note: This election will apply to your 2014 Plan Year's deferrals. Please make sure you review the

Summary Plan Description and your election carefully. No election made on this form will be valid if sub-

mitted less than twelve (12) months prior to your separation from service date. All distribution elections

are irrevocable.

This plan is intended to comply in all respects with Section 409A of the Internal Revenue Code and the

regulations issued thereto. The Company reserves the right to make any changes to the Plan, and to you

distribution election, to ensure continued compliance with the law and to prevent or minimize any adverse

tax consequences to participants to the extent possible.

Please return the completed form to J.P. Morgan Retirement Plan Services, P.O. Box 419784, Kansas City, MO 64141-6784.

Overnight mailing address: 11500 Outlook Street, Overland Park, KS 66211-1804

Page 15: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Sony Pictures EntertainmentDeferred Compensation Plan

CERTIFICATE OF ACCREDITED INVESTOR STATUS

CERTIFICATION OF ELIGIBILITY TO PARTICIPATE IN ADDITIONAL INVESTMENT MEASUREMENT OPTIONS

In connection with determining my eligibility to participate in the additional investment measurement options off ered under the SPE Deferred Compensation Plan (the “Plan”), I hereby certify that I have an individual net worth (or if I am married, my spouse and I have a joint net worth) in excess of One Million Dollars ($1,000,000). For purposes of this certifi cation, “net worth” means the excess of total assets at fair market value (excluding principal residence) over total liabilities.

I represent that the information contained herein is complete and accurate and may be relied upon, unless and until I notify in writing the administrator of the Plan that I no longer have an individual or joint net worth in excess of One Million Dollars ($1,000,000). I understand that it is solely my responsibility to provide such notice at such time as the information in this Certifi cation is no longer accurate. I further understand and agree that the Plan Administrator has the right to retroactively adjust my plan account to refl ect the investment measurement option available to non-accredited investors if it is determined that the Certifi cation was invalid for any reason.

ALL INFORMATION CONTAINED IN THIS CERTIFICATION WILL BE KEPT CONFIDENTIAL.

Print Name:

Signature:

Address:

RECEIVED AND ACKNOWLEDGED BY:

Total Rewards Date

Please return completed form to:Sony Pictures Entertainment

People & Organization/Total Rewards10202 W. Washington Blvd., Suite 3900

Culver City, CA 90232

Please note that benefi ts are only deemed to be invested in accordance with participant elections (or in the Fixed Crediting Rate Fund investment

option, the plan’s default fund if there is no election on fi le). The plan is an unfunded arrangement and benefi ts due from the plan are paid from SPE’s

general assets or through a grantor type trust (which may be known as a “Rabbi Trust”). No funds are set aside by SPE for the payment of these benefi ts

and, therefore, no funds are actually invested on a participant’s behalf. In the event of SPE’s bankruptcy or insolvency, your benefi ts (both deferred

compensation and/or excess profi t sharing) are part of SPE’s general assets and, therefore, subject to creditors of SPE. While SPE intends to pay all

benefi ts due, all participants are considered unsecured creditors of SPE. Neither this Certifi cation, nor investment allocations or the use of a grantor

type trust (including the use of a Rabbi Trust, if applicable) made in connection with the Certifi cation, changes this unfunded status or your status as an

unsecured creditor of SPE with respect to these investment measurement options. SPE reserves the right to amend, modify or terminate any or all of the

provisions of the plan at any time and for any reason.

1.758207.104This form has been provided by SPE and is the sole responsibility of SPE.

Page 16: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Thispageintentionallyleftblank

Page 17: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Detach this envelope and

ruoy esolcne tnemeriteR

Forms today!

Page 18: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

00001010001

Page 19: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

Go online for help and information!• fund prospectuses • account statements • calculators • account balance • change your investments • Summary Plan Description

Notes

00001010001

Page 20: retirement. reality · PDF file(available at ), ... investment measurement options under the Plan for purposes of crediting their ... American Century Strategic Allocation Moderate

retire

me

nt. re

ality

000001_ENG_010001