Dollar General 2008 Annual Report Download - page 171

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(b) Related Party Transactions. We describe below the transactions that have
occurred since the beginning of fiscal 2008, and any currently proposed transactions, that involve
Dollar General and exceed $120,000, and in which a related party had or has a direct or indirect
material interest.
Equity Investment by Messrs. Vasos, Flanigan and Ravener. In fiscal 2008, three of
our executive officers, Todd Vasos, Executive Vice President, Division President, Chief
Merchandising Officer, John Flanigan, Senior Vice President of Global Supply Chain, and
Robert Ravener, Senior Vice President and Chief People Officer, purchased shares of Dollar
General common stock that were issued pursuant to our 2007 Stock Incentive Plan, as follows:
Name
Effective Date of
Purchase
Number of
Shares
Per Share
Purchase Price*
Aggregate
Purchase Price
Mr. Vasos 12/19/2008 130,000 $ 5.00 $ 650,000
Mr. Flanigan 08/28/2008 40,000 $ 5.00 $ 200,000
Mr. Ravener
08/28/2008
25,000
$ 5.00
$ 125,000
12/19/2008
35,000
$ 5.00
$ 175,000
* Equals the per share fair market value of our common stock on the effective date of purchase as
determined in good faith by our Board of Directors considering the factors referenced in, or similar to
those referenced in, Footnote 1 to the table entitled “Option Exercises and Stock Vested During Fiscal
2008” in Item 11 above.
In addition, in August 2008 and December 2008, each of Mr. Flanigan and Mr. Ravener
respectively indicated an intention to invest an additional $50,000 and $200,000 in Dollar
General common stock in May 2009. The number of shares each of Messrs. Flanigan and
Ravener will receive in connection with such investment will be determined based upon the per
share fair market value of our common stock on the date of such investment in May 2009 as
determined by our Board of Directors. Upon consummation of his investment in May 2009, Mr.
Flanigan will be eligible to receive an additional grant of 80,000 stock options issued pursuant to
our 2007 Stock Incentive Plan, subject to the approval of our Compensation Committee.
The investments set forth in the table above were a prerequisite to the eligibility of these
executives to receive grants of stock options pursuant to our 2007 Stock Incentive Plan (our
Compensation Committee granted Messrs. Vasos, Flanigan and Ravener 875,000, 320,000, and
400,000 options, respectively, during fiscal 2008, with a per share exercise price of $5.00). The
shares purchased by Messrs. Vasos, Flanigan and Ravener, along with any shares such
individuals may otherwise acquire (such as upon exercise of the stock options referenced above)
are subject to certain transfer limitations and repurchase rights by Dollar General as set forth in a
Management Stockholder’ s Agreement between us and each such executive officer.
Calls of Equity Held by Former Executive Officers. In connection with the separation
from our employment of Mr. Wayne Gibson, our former Senior Vice President of Dollar General
Markets and Shrink, in June 2008 we paid Mr. Gibson an aggregate of $348,704 (less applicable
withholding for taxes and other payroll deductions) in connection with the exercise of our call
right under our Management Stockholder’ s Agreement with Mr. Gibson to purchase all of our