WSI INDUSTRIES, INC.
DIRECTORS RETIREMENT PROGRAM
ADOPTED BY THE BOARD OF DIRECTORS
JUNE 25, 1982
RESOLVED, that there is hereby established a Retirement Benefit Program for directors of this Corporation who
have no vested interest in any other retirement plan or program of this Corporation at the time of ceasing to serve
as a director subsequent to the adoption of this resolution, upon the following terms and conditions:
1. The annual amount of the benefit shall be equal to the amount of the retainer fees (as distinct from fees paid for
attendance at meetings) paid to directors during the full fiscal year preceding the date the director ceases to hold
that office if the director has served in that capacity fifteen years or more; the amount of the benefit shall be
reduced by 5% for each year less than fifteen, but no benefit shall be paid unless the director has served in that
capacity at least fie years. For purposes of calculating the retirement payment, a partial year of service as a
director shall be considered a full year of service.
2. Payment of the benefit shall commence at the time the director ceases to serve as a director if age 65 or older,
or at age 65 if the director ceases to serve as a director prior thereto, or at the time the director ceases to serve
as a director in the event the director has become so disabled as to make continued service as a director
3. Benefits hereunder shall be payable during the lifetime of the former director, but not exceeding ten years. No
payments shall be made in the event of the death of a director or former director prior to entitlement to payments
4. Payment may be made pursuant hereto monthly, quarterly or annually as determined from time to time in the
sole discretion of the Corporation.
5. Former directors who are being paid benefits hereunder shall agree to be available to the Corporation as
reasonably requested for consultation and advice, including attendance at meeting of the Board of