8-KLeadership ChangesExhibits & Filings

DOLLAR GENERAL CORP 8-K Report, Executive Changes (Apr 11, 2018)

Filed April 11, 2018For Securities:DG

Summary

Dollar General Corporation (DG) announced on April 11, 2018, the execution of new employment agreements with four key Named Executive Officers: John W. Garratt (CFO), Jeffery C. Owen (Store Operations), Robert D. Ravener (Chief People Officer), and Rhonda M. Taylor (General Counsel). These agreements, effective April 1, 2018, replace previous arrangements and establish a new initial term extending to March 31, 2021, with provisions for automatic month-to-month extensions. The primary focus of this filing is to detail the updated compensation and severance packages for these critical senior leaders. These new employment agreements include updated base salaries, continuation of incentive compensation under the company's annual bonus program, and standard executive perquisites and benefits. Importantly, the agreements outline severance provisions for termination without cause or resignation for good reason. This includes extended base salary payments, a significant bonus payment tied to past performance, continued benefits contributions, and outplacement services. The filing also confirms the inclusion of customary business protection clauses such as non-competition and confidentiality. From an investor's perspective, this filing signals a commitment by Dollar General to retain and incentivize its senior leadership team. The clear structure of compensation and severance can be seen as a measure to ensure stability and continuity within the executive ranks, which is crucial for ongoing operational execution and strategic planning. Investors should note the terms of the severance packages as they represent potential future obligations for the company under specific termination scenarios.

Key Highlights

  • 1New employment agreements entered into with four Named Executive Officers (CFO, EVP Store Operations, Chief People Officer, General Counsel) effective April 1, 2018.
  • 2The initial term of these agreements extends through March 31, 2021, with potential for automatic extensions.
  • 3Agreements include updated minimum annual base salaries for each executive, which may be increased at the Compensation Committee's discretion.
  • 4Incentive compensation will be determined and paid under the company's annual bonus program.
  • 5Severance provisions are detailed for termination without cause or resignation for good reason, including extended salary, bonus, and benefits continuation.
  • 6The agreements incorporate customary business protection provisions, including non-competition, non-solicitation, and confidentiality clauses.
  • 7This filing updates the compensation and employment terms for key members of Dollar General's executive leadership team.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce and detail the new employment agreements entered into by Dollar General Corporation with four of its key Named Executive Officers. These agreements update their compensation, benefits, and severance terms.

If a Named Executive Officer is terminated by the Company without cause or resigns for good reason, they are entitled to (1) continued base salary payments for 24 months, (2) a lump sum payment equal to two times their target bonus, (3) a lump sum payment equal to two times the annual contribution for their medical, pharmacy, dental, and vision benefits, and (4) reasonable outplacement services for one year or until other employment is secured.

Yes, the employment agreements include customary business protection provisions, such as non-competition, non-solicitation, non-interference, and confidentiality clauses, which remain in effect after employment termination.

The Named Executive Officers who signed these new employment agreements are John W. Garratt (Executive Vice President and Chief Financial Officer), Jeffery C. Owen (Executive Vice President, Store Operations), Robert D. Ravener (Executive Vice President and Chief People Officer), and Rhonda M. Taylor (Executive Vice President and General Counsel).