MAXIM INTEGRATED PRODUCTS, INC.
CHANGE IN CONTROL EMPLOYEE SEVERANCE PLAN
FOR U.S. BASED EMPLOYEES
Maxim Integrated Products, Inc. hereby adopts this Change in Control Employee Severance Plan (this “
Plan ”) for the benefit of certain employees of the Company (as defined herein) on the terms and conditions stated
below. The Plan is intended to help the Company retain and recruit qualified employees, maintain a stable work
environment, and provide economic benefits set forth in the Plan to eligible employees if their employment with the
Company is terminated without Cause (as defined herein) or for Good Reason (as defined herein) within 24 months
after, or within a defined period before, a Change in Control (as defined herein) occurs.
The Plan, as a “severance pay arrangement” within the meaning of Section 3(2)(B)(i) of ERISA, is
intended to be excepted from the definitions of “employee pension benefit plan” and “pension plan” set forth under
Section 3(2) of ERISA, and is intended to meet the descriptive requirements of a plan constituting a “severance pay
plan” within the meaning of regulations published by the Secretary of Labor at Title 29, Code of Federal Regulations
§2510.3-2(b). In the event that the Plan, as to Level I Employees and Level II Employees, should fail to qualify as a
“severance pay arrangement” within the meaning of Section 3(2)(B)(i) of ERISA, then it will be treated as a
separate plan as to such Level I Employees and Level II Employees which constitutes “a plan which is unfunded
and maintained by an employer primarily for the purpose of providing deferred compensation for a select group of
management or highly compensated employees “within the meaning of Section 201(2) of ERISA.
Definitions. For the purpose of this Plan.
“Agency Personnel" shall mean persons who are engaged through a third-party agency.
“ Affiliate ” means, with respect to any individual or entity, any other individual or entity who,
directly or indi