Dollar General 2014 Annual Report Download - page 57

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to $20,000 per month under our long-term disability insurance program. In the event of death or
disability (as defined in the CDP/SERP Plan), each named executive officer’s CDP/SERP Plan benefit
will become fully vested (to the extent not already vested) and will be payable in a lump sum within
60 days after the end of the calendar quarter in which such termination event occurs, provided that we
may delay payment in the event of disability until as soon as reasonably practicable after receipt of the
disability determination by the Social Security Administration. Additionally, in the event of death on or
after the last day of a fiscal year, each named executive officer will receive payment for his incentive
bonus earned for that fiscal year under the terms of our Teamshare program (which otherwise requires
that a participant remain employed on the payment date to be entitled to any incentive bonus earned
for that fiscal year).
If Mr. Dreiling’s employment terminates due to death or disability (as defined in his
employment agreement), he also will be entitled to receive, pursuant to the terms of his employment
agreement, any incentive bonus earned for any of our previously completed fiscal years but unpaid as
of his termination date and payment for any unused vacation accrued but unpaid as of his termination
date, and, in the event of disability only, he will receive a lump sum cash payment, payable at the time
annual bonuses are paid to our other 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.
Payments Upon Termination Due to Retirement
Except as provided immediately below with respect to stock options, performance share units
and restricted stock units awarded after 2011, retirement (as defined in the applicable governing
document) is not treated differently from any other voluntary termination without good reason (as
defined under the relevant agreements, and as discussed below under ‘‘Payments Upon Voluntary
Termination’’) under any of our plans or agreements for named executive officers.
In the event a named executive officer retires:
• Stock Options. The portion of the stock options that would have become vested and
exercisable within the 1 year period following the retirement date if such officer had
remained employed with us shall remain outstanding for a period of 1 year following the
retirement date and shall become vested and exercisable on the anniversary of the grant
date that falls within the 1 year period following the retirement date (but only to the
extent such portion has not otherwise terminated or become exercisable). However, if
during such 1 year period a Change in Control occurs or the officer dies or incurs a
disability, such portion shall instead become immediately vested and exercisable (but only
to the extent such portion has not otherwise terminated). Otherwise, any option which is
unvested and unexercisable on the termination date shall immediately expire without
payment. The officer may exercise the option to the extent vested and exercisable any time
prior to the 5th anniversary of the retirement date, but no later than the 10th anniversary of
the grant date.
• Performance Share Units.
✓If such retirement had occurred before January 30, 2015, or on or after
January 30, 2015 and before payment, for the 2014 PSUs, the vesting and payment
of PSUs would have been identical to the vesting and payment of PSUs in the
death and disability scenarios discussed above for the 2014 PSUs.
✓If such retirement had occurred after March 18, 2014 for the 2013 PSUs or occurs
after March 18, 2015 for the 2014 PSUs, but prior to the 2nd anniversary of the
applicable grant date, the remaining portion of any earned but unvested
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