8-KMaterial AgreementsExhibits & Filings

DOLLAR GENERAL CORP 8-K Report, Material Agreement (Apr 12, 2006)

Filed April 12, 2006For Securities:DG

Summary

Dollar General Corporation (DG) filed an 8-K on April 12, 2006, to report a new 3-year employment agreement with Beryl J. Buley, Division President of Merchandising, Marketing & Supply Chain, effective April 1, 2006. This new agreement replaces a previous one. The filing details the terms of Mr. Buley's compensation, benefits, and severance packages under various termination scenarios, including "cause," "disability," "good reason," and "change in control." The agreement outlines a base salary of $575,000, eligibility for bonuses and stock incentive awards, and comprehensive benefits. It also includes provisions for clawing back signing and relocation bonuses if Mr. Buley leaves before December 1, 2008. The detailed severance packages, particularly those triggered by a "change in control," are significant for executive retention and compensation planning.

Key Highlights

  • 1New 3-year employment agreement signed with Beryl J. Buley, Division President.
  • 2Effective date of the new agreement is April 1, 2006, replacing a prior agreement.
  • 3Minimum base salary set at $575,000.
  • 4Provisions for repayment of a $150,000 signing bonus and $150,000 relocation premium if Mr. Buley leaves before December 1, 2008.
  • 5Comprehensive severance packages detailed, including provisions for "termination without cause," "good reason," and "change in control" scenarios.
  • 6Severance includes base salary continuation, target incentive bonus payments, and benefits contributions, with specific terms for change in control events, including potential excise tax gross-up.
  • 7Agreement includes non-competition, non-disclosure, and non-solicitation clauses.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose the entry into a new material definitive agreement, specifically a 3-year employment agreement between Dollar General Corporation and its Division President, Beryl J. Buley.

The agreement guarantees a minimum base salary of $575,000. Mr. Buley is also eligible for participation in the company's bonus program based on performance criteria and potential award grants under the Company's Stock Incentive Plan, consistent with similarly-situated officers.

Mr. Buley is required to repay the $150,000 signing bonus and the $150,000 relocation premium on a prorated basis if he leaves the Company prior to December 1, 2008.

Significant severance benefits are provided upon termination by the Company without cause or by Mr. Buley for "good reason." These can include 24 months of base salary continuation, a lump sum payment equal to two times his target incentive bonus, and two times the annual contribution to his medical, dental, and vision benefits. Special provisions and potential gross-up payments for excise taxes are included for termination within two years of a change in control.