Dollar General 2007 Annual Report Download - page 157

155
Fiscal 2007 Director Compensation
Name(1)
Fees
Earned
or
Paid in
Cash
($)(2)
Stock
Awards
($)(3)(4)(5)
Option
Awards
($)(5)(6)
Non-Equity
Incentive Plan
Compensation
($)
Change in
Pension Value
and Nonqualified
Deferred
Compensation
Earnings
($)
All Other
Compensation
($)(7)
Total
($)
Raj Agrawal 23,333 - - - - - 23,333
Michael M. Calbert 23,333 - - - - - 23,333
Adrian Jones 23,333 - - - - - 23,333
Dean B. Nelson 23,333 - - - - - 23,333
Sumit Rajpal - - - - - - -
Dennis C. Bottorff 38,625 124,353 - - - - 162,978
Barbara L. Bowles 33,625 124,353 - - - - 157,978
Reginald D. Dickson 22,500 124,353 - - - - 146,853
E. Gordon Gee 23,750 124,353 - - - - 148,103
Barbara M. Knuckles 22,500 124,353 - - - - 146,853
J. Neal Purcell 26,750 124,353 - - - - 151,103
James D. Robbins 35,500 124,353 - - - - 159,853
Richard E. Thornburgh 23,125 129,628 - - - - 152,753
David M. Wilds 36,250 124,353 - - - - 160,603
(1) Pursuant to the terms of the Merger Agreement, on July 6, 2007 each of Messrs. Agrawal, Calbert, Jones and Rajpal
joined our Board and each of Messrs. Bottorff, Dickson, Gee, Purcell, Robbins, Thornburgh and Wilds and Mss.
Bowles and Knuckles ceased to serve on our Board. Mr. Rajpal resigned from our Board effective September 19,
2007 and received no compensation for his Board service. Mr. Nelson was appointed to our Board on July 20, 2007.
(2) Each of Messrs. Purcell and Thornburgh deferred payments of all his fiscal 2007 director fees pursuant to the terms of
our Deferred Compensation Plan for Non-Employee Directors.
(3) These amounts represent restricted stock units (“RSUs”) granted during fiscal 2007 and prior fiscal years under the
1998 Stock Incentive Plan. The amounts equal the compensation cost recognized during fiscal 2007 for financial
statement purposes in accordance with Statement of Financial Accounting Standards 123R (“SFAS 123R”), except
forfeitures related to service-based vesting conditions were disregarded. Additional information related to the
calculation of the compensation cost is set forth in Note 9 of the annual consolidated financial statements included in
this report. As a result of the Merger, all outstanding RSU awards vested and, therefore, all compensation expense
associated with such awards was recognized in fiscal 2007 in accordance with SFAS 123(R).
(4) Each person who served as a non-employee director on June 5, 2007 received 4,600 RSUs during fiscal 2007 under
the automatic grant provisions of the 1998 Stock Incentive Plan. The grant date fair value computed in accordance
with SFAS 123R for those RSUs was $99,360.
(5) No director listed in this table had stock awards or option awards outstanding at February 1, 2008. As a result of the
Merger, each director who held RSUs received $22.00 in cash, without interest and less applicable withholding
taxes, and each director listed in this table who held options received an amount in cash, without interest and less
applicable withholding taxes, equal to $22.00 less the exercise price of each in-the-money option. No director
forfeited any RSUs or options during fiscal 2007.
(6) No compensation expense was recorded in fiscal 2007 for options held by directors because no options were granted
to these directors during fiscal 2007 and all options awarded in prior years had previously vested.
(7) Perquisites and personal benefits, if any, totaled less than $10,000 per director.