8-KLeadership ChangesExhibits & Filings

DOLLAR GENERAL CORP 8-K Report, Executive Changes (Apr 19, 2012)

Filed April 19, 2012For Securities:DG

Summary

This Form 8-K filing by Dollar General Corporation (DG) on April 19, 2012, announces the execution of new employment agreements with two key executives: David Tehle, Executive Vice President and Chief Financial Officer, and Susan S. Lanigan, Executive Vice President and General Counsel. These agreements, effective April 1, 2012, replace previous arrangements and establish an initial term through March 31, 2015, with provisions for automatic month-to-month extensions thereafter. The new agreements detail base salaries, incentive compensation structures tied to the company's annual bonus program, and eligibility for executive perquisites and welfare benefits. Importantly, they also outline severance and termination benefits under various scenarios and include customary business protection provisions such as non-competition and confidentiality clauses. A notable element is the provision for 'gross-up' payments related to potential excise taxes on parachute payments, with specific conditions and limitations outlined.

Key Highlights

  • 1New employment agreements effective April 1, 2012, for CFO David Tehle and EVP & General Counsel Susan S. Lanigan.
  • 2Initial employment term extends to March 31, 2015, with provisions for automatic month-to-month extensions.
  • 3Agreements specify minimum annual base salaries for Mr. Tehle ($678,865) and Ms. Lanigan ($554,580).
  • 4Incentive compensation will be determined under the company's annual bonus program for officers.
  • 5Executives are eligible for standard executive perquisites, fringe benefits, and welfare plans.
  • 6Detailed provisions for termination payments and benefits under various circumstances (death, disability, termination with/without cause).
  • 7Inclusion of customary business protection provisions, including non-competition and non-solicitation clauses.
  • 8Provision for 'gross-up' payments to cover excise taxes on parachute payments, with a threshold and a cap mechanism to benefit the executive.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report the execution of new employment agreements with two key executive officers of Dollar General Corporation: David Tehle (CFO) and Susan S. Lanigan (EVP & General Counsel).

The agreements establish an initial term through March 31, 2015, define minimum base salaries, link incentive compensation to the company's bonus program, and provide for standard executive benefits and perquisites. They also outline termination benefits and include restrictive covenants.

Yes, the agreements detail payments and benefits for various termination scenarios. Notably, they include a provision for 'gross-up' payments to cover excise taxes on parachute payments, but this is subject to certain conditions and reductions to ensure the executive retains a minimum net benefit.

The initial term of the employment agreements is set to expire on March 31, 2015. After this initial term, the agreements will automatically extend on a month-to-month basis for up to six months, unless the company provides notice of non-extension or enters into a new agreement.