The Johnson Matthey Retirement Choice Program October 2013 – March 2014

1. The Johnson Matthey Retirement Choice Program October 2013 – March 2014

2. Purpose of Today’s Briefing • The purpose of today’s briefing is for you to: • Learn more about your Johnson Matthey Retirement Plan options starting from April 1, 2014. • Better understand how to use your JM provided information and tools to help you make an informed decision. • Ask any questions you might have to help you decide which option is best for you. • Understand the process, timing and requirements for you to make your pension plan election.

3. Purpose of Today’s Briefing • Today’s briefing is designed to: • Supplement (not replace) the information you received in the packet sent to your home address. • It is not designed to: • Provide retirement or financial planning advice. Why is JM making our Defined Benefit Retirement Plan a contributory plan?

4. In our August 2013 Newsletter we explained … • Over the past several years, the annual cost to fund the JM Salaried Employees Defined Benefit Pension Plan (JMPP DB) has risen from about 8% to 11% of payroll (or $8.5m to $12.6m). • Pension costs are expected to increase even more in the future as: • Retirees are living longer requiring more plan assets to fund greater retirement benefit liabilities. • Enhanced life expectancy assumptions will likely be implemented by the federal government as a statutory requirement. • JM considered many alternatives to address the JMPP DB funding issue; we selected the option we believe is best for our employees – Your Retirement Choice Program. • What have you been told about your Retirement Plan Choice Program so far?

5. In our Newsletter we also announced… • The closing of the current Johnson Matthey Defined Benefit Pension Plan (JMPP DB) to new hires and rehires after August 31, 2013. • The rollout of a new Johnson Matthey Defined Contribution Retirement Plan (JM PP DC+) for new hires and rehires on or after September 1, 2013. • Starting from April 1, 2014, current JMPP DB members (and those waiting to join) must choose either to: • Remain in the JMPP DB and contribute 1.5% of your post-tax bi-weekly base pay for periods in which you receive pension credit; or • Join the non-contributory JMPP DC+. What have you been told about your Retirement Plan Choice Program so far? bout your Retirement Plan Choice Program so far? • What information and tools will JM provide to help you make an informed decision?

6. Retirement Choice Process • You have received a JM Retirement Plan Choice information packet that includes: • A Personalized Illustration (with a Benefit Election Form); • A Plan Comparison Guide; and • Details of how to access the Online Interactive Modeling Tool. • These documents and tools provide information that will help you to decide which retirement plan best suits your personal circumstances. • Take time to review all information and share it with your spouse / financial advisor. • Consider your options carefully; think about your short and long term retirement objectives before you make your final decision.

7. Defined Benefit vs. Defined Contribution Pension Plans • The JMPP DB is a Defined Benefit retirement plan. These plans generally provide: • Vested members with a guaranteed pension benefit on retirement as defined by the plan formula. • Company is 100% responsible to ensure that benefits are paid. • Pension Benefit Guaranty Corporation (PBGC) insured. • Company Fiduciary Committee is responsible for investment decisions and the Company assumes the responsibility for investment risk/under performance. • Government regulations specify plan funding requirements and penalties for non-compliance.

8. Defined Benefit vs. Defined Contribution Pension Plans • The JMPP DC+ is a Defined Contribution retirement plan. These plans generally provide: • Members with a periodic tax-deferred retirement contribution which the employee invests in one or more funds within a portfolio of funds provided by the Fiduciary Committee‘s designated Investment Manager. • Employee has full control of their retirement investments. • Employee is solely responsible for investment decisions and associated risks. • No guarantee by the Company. Considering these basic DB and DC retirement plan differences, what must you decide?

9. You Need To Decide… DO I STAY? DO I SWITCH? Remain in your current defined benefit plan (JMPP DB), and continue to earn a pension benefit in this plan; And on April 1, 2014, you begin to contribute 1.5% of your post-tax, bi-weekly base pay1 for all periods in which you earn a pension benefit in the plan. Transfer to the new defined contribution retirement arrangement (JMPP DC+) in which case; Any pension earned in JMPP DB through March 31, 2014 will be frozen and you will earn retirement benefits in JMPP DC+ for service after this date. No employee contributions are required. OR There is no impact on your eligibility to receive Company matching contributions in the 401(k) Plan or to participate in the Johnson Matthey medical plans. 1 subject to Annual Compensation Limit

10. Your Current Plan (JMPP DB) Overview • JMPP DB provides you with annual pension income starting on your retirement date. • The level of your pension income depends on your service and earnings history with Johnson Matthey. • JMPP DB clearly defines the formula for determining the amount of monthly income you will receive in retirement. • The plan gives you alternatives from which you choose the retirement benefit payment form that best meets your personal circumstances including single life annuity or joint life and survivor annuity options. subject to Annual Compensation Limit

11. Your Current Plan (JMPP DB) Overview • If you meet plan vesting requirements, our DB pension provides spousal protection in the event of your death or if you become permanently disabled. • To continue plan membership and build your DB retirement benefits, you are required to pay 1.5% of your post-tax, bi-weekly Base Salary1from April 1, 2014. • Your 1.5% pension contributions are paid to you tax free when you receive your retirement benefits. • The remainder of your retirement benefit is subject to income taxes when received. 1 subject to Annual Compensation Limit

12. How JMPP DB Works Your Benefit Service capped at 40 years Accrual Rate 1.4% up to Breakpoint and 1.7% above Breakpoint After 35 years service Accrual Rate enhanced Final Average Earnings • the highest annual average of 60 consecutive months of base pay Your Annual Retirement Pension • This annual pension is a single life pension with the first 60 monthly payments guaranteed. An alternative form of payment can be chosen on actual retirement Note: Vesting for a retirement benefit usually requires a minimum of five years Vesting Service (1,000 or more hours of service per year).

13. An Example of how the JMPP DB formula works… • Ted is retiring at age 65 with 25 years of Benefit Service. His Final Average Earnings are $70,000 a year. Ted’s annual pension will be determined as follows:

14. JMPP DB Forms of Payment… • If you are married when you retire, your JMPP DB benefit is calculated as a 50% survivor pension benefit. • Your spouse receives 50% of your monthly pension from the date of your death. • Alternatively, you can choose a joint life pension at 66.6%, 75% or 100%. • You can also elect an alternative beneficiary, or choose a single life pension if your spouse gives written, notarized consent to your election. • A lump sum election may also be introduced from July 1, 2014; this means you may have the option to receive your retirement benefit in one lump sum payment if your spouse gives consent. • Whichever pension option you elect, all payment forms have the same actuarial value.

15. Total Retirement Benefits – IF YOU STAY • When you retire you will receive: • JMPP DB pension paid to you monthly1. • You can retire at anytime after age 55, but your pension will be reduced. • An unreduced pension is payable at age 62 if you are vested with at least 15 years of Vesting Service. • From your 401(k) plan you receive: • Your plan account balance; eligible for withdrawals (w/o penalty) at age 59½. • Your social security benefits are payable in additionto your JM retirement income. • Details on your social security benefits can be found at www.ssa.gov. 1 alternatively you may be able to elect to receive it as a lump sum if this benefit is introduced from July 1, 2014.

16. JMPP DB Disability and Spousal Death Benefits • If you have at least 10 years of Vesting Service and you become disabled while actively employed, you continue to earn plan service toward your pension benefit up to your normal retirement age. • If you die before you retire and you are a vested member of the plan, a pension benefit may be payable to your Spouse based on the Plan rules. • If you die after you retire and you are receiving pension payments from the plan, your Spouse or Beneficiary may be eligible to receive: • A lump sum equal to 10% of your Final Average Earnings, PLUS • A survivor pension if you elected a joint life pension option or a guaranteed single life pension .

17. Your Johnson Matthey 401(k) Retirement Savings Plan • Your JM 401(k) Plan is a Defined Contribution retirement savings plan that also helps you to save for retirement; Company match is immediately vested. • Your 401(k) Plan benefit is in addition to retirement benefits you earn in JMPP DB. • All Employee and Company matching contributions are invested in funds of your choice and held in individual employee accounts. • On retirement or leaving, you can take your 401(k) account balance: • As a lump sum (subject to tax), or • Roll it over into an Individual Retirement Account (IRA) or other qualified retirement plan. Your decision to STAY in JMPP DB or SWITCH to JMPP DC+ will not affect your participation in the 401(k) Plan or your eligibility to receive matching Company contributions.

18. Introducing JMPP DC+ • The JMPP DC+ is the new JM Defined Contribution retirement plan; it replaces the JMPP DB for all new hires and rehires starting on or after September 1, 2013. • The JMPP DC+ is a new section of the Johnson Matthey Salaried Employees Savings Investment Plan (401(k) Plan). • Johnson Matthey contributes 8% of your Base Salary; employees make no contributions to this component of the plan. • Each bi-weekly pay, JM deposits tax-deferred retirement contributions, which you invest in one or more of the funds that are provided within the JM T Rowe Price fund portfolio. • You are vested for all Company contributions following threeyears of Vesting Service in the plan.

19. Introducing JMPP DC+ • JMPP DC+ provides: • Flexibility, • Portability, and • An account balance that can be easily tracked. • However, your retirement income from the plan may be uncertain due to variable factors, such as your plan account investment performance and the annuity terms offered by insurance companies at retirement. • You control 100% of your retirement investments. • You are solely responsible for investment decisions and the associated risks. • No guarantee by the Company; no insurance to protect your retirement assets.

20. How JMPP DC+ Works Johnson Matthey’s Contributions 8% of Base Salary1 Your Required Contributions 0% of Base Salary Investment Performance on Contributions Your Retirement Benefits 1 subject to being in active service at least 832 hours in a plan year

21. Maximizing Your Defined Contribution Plan Retirement Savings • Johnson Matthey matches your 401(k) voluntary contributions up to 4% of your Base Salary. • Your 401(k) Plan contributions are subject to IRS limits (2013: $17,500, plus $5,500 if over age 50). Note: contributions payable up to Annual Compensation Limit

22. Total Retirement Benefits – IF YOU SWITCH • When you leave or retire you will receive: • Your JMPP DC+ retirement account as a lump sum, PLUS • A lump sum equal to your 401(k) Plan account (if you participated), PLUS • Your frozen JMPP DB benefits as of March 31, 2014. • You can roll over your JMPP DC+ and/or 401(k) Plan account balances to another employer eligible retirement plan, or an IRA. • When you retire, you can use your account balances to buy a pension annuity from an insurance company. • At retirement, you will also commence your frozen JMPP DB benefits.

23. Total Death Benefits – IF YOU SWITCH • If you die while working for Johnson Mattheythe following benefits may be paid to your Spouse or Beneficiary: • A lump sum equal to your JMPP DC+ retirement account balance, PLUS • A lump sum equal to the balance in your 401(k) Plan savings account (if you participated), PLUS • A spousal pension from your frozen JMPP DB pension (if you are vested). • If you die after you have retired while receiving pension income from the JMPP DB, your Spouse or Beneficiary would also receive: • A lump sum equal to 10% of your Final Average Earnings as of March 31, 2014, PLUS • A survivor pension from JMPP DB based on your election at retirement.

24. Helping You Decide… • An illustration of the retirement benefits you might receive if you stay in JMPP DB or if you switch to JMPP DC+ at sample retirement ages is shown in your Personalized Illustration.

25. Retirement Choice Modeling Tool • A Retirement Choice interactive online modeling tool can be used to help you better understand how each plan option impacts you. • The interactive tool creates customized benefit comparisons based on assumptions you select or input. • You can view the lump sum and monthly income results for different ages in both plans. • When you first visit the site you will need to register and create a username and password. • If you don’t have access to the internet at home or at work, your local HR representative will help you to log on.

26. www.benefits.matthey.com Your Retirement Choice Web Portal

27. Retirement Choice Modeling Tool : Home Page (after login)

28. Navigating The Modeler / Comparing The Benefits – Your Data

29. Navigating The Modeler – The Assumptions

30. Navigating The Modeler – Future or Today’s Dollar Values

31. Navigating The Modeler – With or Without notional 1.5%

32. Navigating The Modeler – Results in Table View

33. Navigating The Modeler – Monthly Income Instead of Lump Sum

34. Making Your Election Online

35. Making Your Election • This may be your only opportunity to switch to JMPP DC+. • Take time to review all the information JM has provided and share it with your spouse / financial advisor: • Consider your options carefully; • Think about your short and long term retirement objectives; • Use all of the JM provided information and tools; • Then select the retirement plan that best suits your personal circumstances. • In addition, to the Personalized Statement, Plan Comparison Guide and online modeler, there are FAQs available on the Retirement Choice website (www.benefits.matthey.com). • The JM Benefits Department cannot provide advice, but if you have questions about either plan, you can contact the support call center at (800) 522-7528.

36. Making Your Election • Everyone must make an election whether you decide to STAYor SWITCH. • You must make your election no later than the deadline date shown on your Personalized Statement. • You should make your election online at www.benefits.matthey.com or by completing and returning your Benefit Election Form to: Johnson Matthey Benefits Department 435 Devon Park Drive Suite 600 Wayne, PA 19087 • If you make a choice and later change your mind, you can make a new election at any time before the deadline. • After the deadline, your Pension Choice cannot be reversed. • Your Pension Choice will take effect on April 1, 2014.

37. Any Questions… Tel: (800)522-7528 (8:30am to 4:30pm) Eastern Time, Monday to Friday. Email us: benefits.us@matthey.com Website: www.benefits.matthey.com