Dollar General 2008 Annual Report Download - page 126
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124
consummation of any public offering of our common stock or any asset sale, merger or other
transaction that results in a change-in-control of the Company; and (d) any unplanned items of a
non-recurring or extraordinary nature as determined in good faith by the CEO and CFO and
approved by the Committee.
The Committee established a target financial performance level for purposes of the 2009
Teamshare Program at a level equal to the Company’ s annual financial objective. The
Committee also established the threshold financial performance level, below which no bonus
may be paid under the 2009 Teamshare Program, at 95% of the target financial performance
level. There is no maximum level of EBITDA performance associated with the 2009 Teamshare
Program, although any individual payout under the Program is capped at $2.5 million.
The Committee considers the 2009 Teamshare Program target financial performance
level to be challenging and generally consistent with the level of difficulty of achievement
associated with our performance-based awards for prior years. We did not achieve the threshold
Teamshare performance level in fiscal years 2006 or 2005. We achieved Teamshare performance
levels between threshold and target in fiscal year 2004, between target and maximum in fiscal
year 2007, and at maximum in fiscal year 2003. Fiscal 2008 was the first year in which we did
not associate a maximum level of EBITDA performance with the bonus program. For fiscal
2008, we achieved a Teamshare performance level of approximately 218% of the target.
The bonus payable to each named executive officer if we reach the 2009 target financial
performance level is equal to the applicable percentage, as set forth in the chart below, of such
officer’ s salary:
Name
Target Payout Percentage
Mr. Dreiling (1)
100%
Mr. Bere
70%
Mr. Tehle
65%
Ms. Guion
65%
Ms. Lanigan
65%
(1) Mr. Dreiling’ s threshold and target bonus percentages are
established in his employment agreement with us.
Payments for financial performance below or above the target level shall be prorated on a
graduated scale commensurate with performance levels in accordance with the following
schedule. As a threshold matter, unless required by contract, no such named executive officer is
eligible to receive a bonus under the 2009 Teamshare Program if that officer receives an
“unsatisfactory” overall subjective individual performance rating and payment of any bonus is in
the Committee’ s discretion if the named executive officer receives a “needs improvement”
overall individual performance rating.