8-KLeadership ChangesExhibits & Filings

DOLLAR GENERAL CORP 8-K Report, Executive Changes (May 15, 2008)

Filed May 15, 2008For Securities:DG

Summary

This Form 8-K filing from Dollar General Corporation, dated May 15, 2008, primarily concerns amendments to the employment agreements of key named executive officers. Specifically, the Compensation Committee of the Board of Directors approved changes to the severance provisions for David M. Tehle, Kathleen R. Guion, and Challis M. Lowe. These amendments clarify the calculation of severance payments in the event of termination without Cause or for Good Reason within two years following a Change in Control. The key change enhances the severance package by stipulating that executives will receive two times their annual base salary and two times their target incentive payment. This calculation will be based on the higher of the amounts in effect immediately prior to a Change in Control or immediately prior to the employment termination date. This adjustment provides increased financial protection for these executives in potential change-of-control scenarios.

Key Highlights

  • 1Dollar General amended employment agreements for key executives David M. Tehle, Kathleen R. Guion, and Challis M. Lowe.
  • 2The amendments focus on clarifying severance payment calculations in case of termination without Cause or for Good Reason following a Change in Control.
  • 3Severance will now be calculated as two times the executive's annual base salary and two times their target incentive payment.
  • 4The higher of pre-Change in Control or pre-termination compensation will be used for severance calculation, offering enhanced protection.
  • 5An addendum was also approved for Challis M. Lowe, providing extended health insurance coverage through December 31, 2008, post-retirement.
  • 6The filing details changes made by the Compensation Committee of the Board of Directors.

Frequently Asked Questions

The main purpose of this 8-K filing is to disclose amendments made to the employment agreements of key Dollar General executives, specifically concerning severance packages in the event of a change in control and subsequent termination of employment.

The amendments clarify that in the event of termination without Cause or for Good Reason within two years following a Change in Control, the executives will receive two times their annual base salary and two times their target incentive payment. This calculation will use the higher of the compensation figures in effect immediately before the Change in Control or immediately before the termination date.

Yes, an addendum to Challis M. Lowe's employment agreement was approved, providing her and her eligible dependents with extended health insurance coverage from her retirement date through December 31, 2008.

Amending these agreements likely aims to ensure key executive retention and provide financial security in potential change-of-control situations. Enhanced severance packages can be an incentive for executives to remain with the company during uncertain periods and to ensure their cooperation during a transition.