Dollar General 2014 Annual Report Download - page 59

Proxy
release of certain claims against us and our affiliates in the form attached to the employment
agreement:
• For the named executive officers other than Mr. Dreiling, continuation of base salary, as in
effect immediately before the termination, for 24 months payable in accordance with our
normal payroll cycle and procedures. For Mr. Dreiling, a continuation of 2 times his annual
base salary, payable over 24 months in equal installments in accordance with our normal
payroll cycles and procedures. With the exception of Mr. Dreiling, the amount of any
payment or entitlement to payment of the base salary continuation shall be forfeited or, if
paid, subject to recovery if and to the extent that the named executive officer earns any
base salary as a result of subsequent employment during the 24 months after his
termination date.
• A lump sum payment equal to 2 times the average percentage of the named executive
officer’s target bonus paid or to be paid to employees at the same job grade level as the
named executive officer (if any) under the annual bonus program for officers for the 2
fiscal years immediately preceding the fiscal year in which the termination date occurs (for
Mr. Dreiling, the bonus payment will equal 2 times his target bonus and will be payable
over 24 months in equal installments in accordance with our normal payroll cycles and
procedures).
• A lump sum payment equal to 2 times our annual contribution for the named executive
officer’s participation in our pharmacy, medical, dental and vision benefits program (for
Mr. Dreiling, these benefits instead will be in the form of a continuation of these benefits
to him and his spouse and eligible dependents to the extent covered immediately prior to
the employment termination, for 2 years from the termination date or, if earlier, until he is
or becomes eligible for comparable coverage under the group health plans of a subsequent
employer).
• Mr. Dreiling will receive a prorated bonus payment based on our performance for the
fiscal year in which his employment terminates, paid at the time bonuses are normally paid
for that fiscal year, as well as a lump sum cash payment for any unused vacation accrued
through the termination date.
• Reasonable outplacement services for 1 year or, if earlier, until other employment is
secured.
Note that any amounts owed to a named executive officer (other than Mr. Dreiling) in the
form of salary continuation that would otherwise have been paid during the 60 day period after his
employment termination will instead be payable in a single lump sum as soon as administratively
practicable after the 60th day after such termination date and the remainder will be paid in the form of
salary continuation payments as set forth above.
The named executive officer will forfeit any unpaid severance amounts upon a material breach
of any continuing obligation under the applicable employment agreement or the release, which include:
• The named executive officer must maintain the confidentiality of, and refrain from
disclosing or using, our (a) trade secrets for any period of time as the information remains
a trade secret under applicable law and (b) confidential information for a period of 2 years
following the employment termination date.
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