Dollar General 2010 Annual Report Download - page 57

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In the event of disability, each named executive officer’s CDP/SERP Plan benefit becomes fully
vested (to the extent not already vested) and is payable in a lump sum within 60 days after the end of
the calendar quarter in which we receive notification of the determination of the named executive
officer’s disability by the Social Security Administration.
In the event of Mr. Dreiling’s termination of employment due to disability, he will also be
entitled to receive any incentive bonus accrued in respect of any of our previously completed fiscal
years but unpaid as of the date of his termination. He will also receive a lump sum cash payment,
payable at the time annual bonuses are paid to our other senior executives, equal to a pro rata portion
of his annual incentive bonus, if any, that he would have been entitled to receive, if such termination
had not occurred, for the fiscal year in which his termination occurred.
For purposes of the named executive officers’ employment agreements, other than
Mr. Dreiling’s, ‘‘disability’’ means (1) the employee must be disabled for purposes of our long-term
disability insurance plan or (2) the employee has an inability to perform the duties under the
agreement in accordance with our expectations because of a medically determinable physical or mental
impairment that (x) can reasonably be expected to result in death or (y) has lasted or can reasonably
be expected to last longer than ninety (90) consecutive days. For purposes of Mr. Dreiling’s
employment agreement, ‘‘disability’’ means (1) he must be disabled for purposes of our long-term
disability insurance plan or for purposes of his portable long-term disability insurance policy, or (2) if
no such plan or policy is in effect or in the case of the plan, the plan is in effect but no longer applies
to him, he has an inability to perform the duties under the agreement in accordance with our
expectations because of a medically determinable physical or mental impairment that (x) can reasonably
be expected to result in death or (y) has lasted or can reasonably be expected to last longer than ninety
(90) consecutive days. For purposes of the CDP/SERP Plan, ‘‘disability’’ means total and permanent
disability for purposes of entitlement to Social Security disability benefits. For purposes of each named
executive officer’s stock option agreement(s), ‘‘disability’’ has the same definition as that which is set
forth in such officer’s employment agreement, or (for each named executive officer other than
Mr. Dreiling), in the absence of such an agreement or definition, ‘‘disability’’ shall be as defined in our
long-term disability plan.
Payments Upon Termination Due to Retirement
Retirement is not treated differently from any other voluntary termination without good reason
(as defined under the relevant agreements, as discussed below under ‘‘Payments Upon Voluntary
Termination’’) under any of our plans or agreements for named executive officers, except that all
Rollover Options will remain exercisable for a period of 3 years following the named executive officer’s
retirement unless the options expire earlier. To be entitled to the extended exercise period for the
Rollover Options, the retirement must occur on or after the named executive officer reaches the age of
65 or, with our express consent, prior to age 65 in accordance with any applicable early retirement
policy then in effect or as may be approved by our Compensation Committee.
Payments Upon Voluntary Termination
The payments to be made to a named executive officer upon voluntary termination vary
depending upon whether the named executive officer resigns with or without ‘‘good reason’’ or after
our failure to offer to renew, extend or replace the named executive officer’s employment agreement
under certain circumstances. For purposes of each named executive officer, ‘‘good reason’’ generally
means (as more fully described in the applicable employment agreement):
• a reduction in base salary or target bonus level;
• our material breach of the named executive officer’s employment agreement;
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