THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Standard Motor Products, Inc. (SMP)

4/18/2006 Proxy Information

Arthur S. Sills is the brother of Lawrence I. Sills, who is our Chairman and Chief Executive Officer, and Peter J. Sills, who is a director of the Company.

CHANGE IN CONTROL ARRANGEMENTS

The Company has long-term retention agreements with John P. Gethin and James J. Burke. If a change in control of the Company occurs, and within twelve months thereafter the executive's employment is terminated by the Company without cause, or by the executive for certain specific reasons, the executive will receive severance payments and certain other benefits. The specific reasons which allow the executive to resign and receive the benefits are: (1) a reduction in status or position with the Company; (2) a reduction by the Company in the executive's annual rate of base salary; and (3) relocation.

If the executive resigns for one of the specific reasons, or is terminated without cause, the executive will be entitled to receive: (1) a severance payment equal to three times his base salary plus standard bonus, payable over a two year period; (2) continued participation for a period of thirty six months in group medical, dental and/or life insurance plans; and (3) enhanced benefits under the Company's Supplemental Compensation Plan.

A change in control of the Company for these purposes means the occurrence of any of these events: (1) a sale of all or substantially all of the assets of the Company to any person or group other than certain designated individuals; (2) any person or group, other than certain designated individuals, become the beneficial owner or owners of more than 50 percent of the total voting stock of the Company, including by way of merger, consolidation or otherwise; or (3) Lawrence I. Sills ceases to be the Chairman of the Board or the Chief Executive Officer of the Company.

4/19/2005 Proxy Information

Aruthur S. Sills is the brother of Lawrence I. Sills, who is our Chairman and Chief Executive Officer, and Peter J. Sills, who is a director of the Company.

Transactions with Management

During 2004, Lawrence I. Sills, Chairman of the Board and Chief Executive Officer, was indebted to the Company as a result of loans previously made to him by the Company. In August 2000, Mr. Sills borrowed $75,500 to purchase Common Stock of the Company under a plan that was put in place on November 11, 1999 allowing officers of the Company to borrow up to 25% of their gross annual salary to purchase shares of the Company's Common Stock. The loan must be paid back in four years at an interest rate equal to the Company's short-term interest rate. The greatest amount of Mr. Sills' indebtedness with respect to all loans in 2004 was $44,885, which amount was repaid in full in 2004.

Under the rules of the Sarbanes-Oxley Act of 2002 loans to officers are no longer allowed. The loan mentioned above was granted prior to the passage of this Act. The Company will no longer grant loans to officers except for permitted loans in the case of relocation.

Change in Control Arrangements

The Company has long-term retention agreements with John P. Gethin and James J. Burke. If a change in control of the Company occurs, and within twelve months thereafter the executive's employment is terminated by the Company without cause, or by the executive for certain specific reasons, the executive will receive severance payments and certain other benefits. The specific reasons which allow the executive to resign and receive the benefits are: (1) a reduction in status or position with the Company; (2) a reduction by the Company in the executive's annual rate of base salary; and (3) relocation.

If the executive resigns for one of the specific reasons, or is terminated without cause, the executive will be entitled to receive: (1) a severance payment equal to three times his base salary plus standard bonus, payable over a two year period; (2) continued participation for a period of thirty six months in group medical, dental and/or life insurance plans; and (3) enhanced benefits under the Company's Supplemental Compensation Plan.

A change in control of the Company for these purposes means the occurrence of any of these events: (1) a sale of all or substantially all of the assets of the Company to any person or group other than certain designated individuals; (2) any person or group, other than certain designated individuals, become the beneficial owner or owners of more than 50 percent of the total voting stock of the Company, including by way of merger, consolidation or otherwise; or (3) Lawrence I. Sills ceases to be the Chairman of the Board or the Chief Executive Officer of the Company.

4/20/2004 Proxy Information

Lawrence I. Sills is the brother of Arthur S. Sills, who is a director, and Peter J. Sills, who is an Emeritus director.

During 2003 two executive officers, Lawrence I. Sills, Chairman of the Board and Chief Executive Officer and John P. Gethin, President and Chief Operating Officer were indebted to the Company as a result of loans made to them by the Company.

Mr. Gethin had an outstanding loan relating to his 1999 relocation to Texas to fulfill his responsibilities as General Manager of the Company's Temperature Control Division. This loan carries an interest rate equal to the Company's short-term interest rate. At March 31, 2004, the amount of this indebtedness was zero. The greatest amount of Mr. Gethin's indebtedness with respect to this loan in 2003 was $90,414.

In August 2000, Mr. Sills borrowed $75,500 to purchase company stock under a plan that was put in place on November 11, 1999 allowing Officers of the Company to borrow up to 25% of their gross annual salary to purchase shares of the Company's common stock. The loan must be paid back in four years at an interest rate equal to the Company's short-term interest rate. The greatest amount of Mr. Sills indebtedness with respect to all loans in 2003 was $54,521. At March 31, 2004, the indebtedness was $42,252.

4/22/03 Proxy Information

Susan F. Davis is the wife of Arthur D. Davis and the sister of Marilyn F. Cragin. Arthur S. Sills is and a brother of Lawrence I. Sills and Peter J. Sills.

During 2002 two executive officers, Lawrence I. Sills, Chairman of the Board and John P. Gethin, President - Chief Operating Officer were indebted to the Company as a result of loans made to them by the Company. In 1997 Mr. Gethin borrowed $77,488 for the purchase of the Company's common stock. At March 31, 2003, the amount of this indebtedness was zero. In addition, Mr. Gethin has an outstanding loan relating to his 1999 relocation to Texas to fulfill his responsibilities as General Manager of the Company's Temperature Control Division. This loan carries an interest rate equal to the Company's short-term interest rate. The loan balance is scheduled to be paid off in 2004. At March 31, 2003, the amount of this indebtedness was $84,717.The greatest amount of Mr. Gethin's indebtedness with respect to all loans in 2002 was $179,710. In August 2000 Mr. Sills borrowed $75,500 to purchase company stock under a plan that was put in place on November 11, 1999 allowing Officers of the Company to borrow up to 25% of their gross annual salary to purchase shares of the Company's common stock. The loan must be paid back in four years and carries an interest rate equal to the Company's short-term interest rate. The greatest amount of Mr. Sill's indebtedness with respect to all loans in 2002 was $64,221. At March 31, 2003, the amount of the indebtedness was $52,487. Under the rules of the Sarbanes-Oxley Act of 2002 loans to Officers are no longer allowed. All of the loans mentioned above were granted prior to the passage of this act. The Company will no longer grant loans to Officers except for permitted loans in case of relocation.