THE GOODYEAR TIRE & RUBBER COMPANY
OUTSIDE DIRECTORS’ EQUITY PARTICIPATION PLAN
(As Adopted February 2, 1996 and last Amended October 7, 2008)
“ Account ” means any of, and “ Accounts ” means all of, the Equity Participation Accounts and the
Retainer Deferral Accounts maintained in the records of the Company for Participants.
“ Accrual ” means any dollar amount credited to an Account, including Special Accruals, Quarterly
Accruals, Retainer Deferral Accruals, Dividend Equivalents and Interest Equivalents.
“ Beneficiary ” means the person or persons designated by a Participant pursuant to Section 12.
“ Board ” means the Board of Directors of the Company.
“ Committee ” means the Compensation Committee of the Board.
“ Common Stock ” means the Common Stock, without par value, of the Company.
“ Conversion Date ” means, with respect to each Account of each Retired Outside Director, the later of
(i) the first business day of the seventh month following the month during which such Retired Outside Director
terminated his or her service as a member of the Board, or (ii) the fifth business day of the calendar year
following the calendar year during which such Retired Outside Director terminated his or her service as a
member of the Board. For all balances that are earned and vested after December 31, 2004, the term
“termination of service” means a separation from service as defined in Section 409A of the Code.
“ Dividend Equivalent ” means, with respect to each dividend payment date for the Common Stock, an
amount equal to the cash dividend per share of Common Stock which is payable on such dividend payment
“ Equity Participation Account ” means a bookkeeping account maintained by the Company for a
Participant to which Quarterly Accruals and Dividend Equivalents are credited in respect of Outside Directors
through the Conversion Date (and, with respect to each Outside Director serving as a Director on February 2,