Dollar General 2015 Annual Report Download - page 20

Proxy
The Nominating Committee assesses a candidate’s independence, background and experience,
as well as the current Board’s skill needs and diversity. With respect to incumbent directors considered
for re-election, the Committee also assesses each director’s meeting attendance record and suitability
for continued service. In addition, the Committee determines that all nominees are in a position to
devote an adequate amount of time to the effective performance of director duties and possess the
following characteristics: integrity and accountability, informed judgment, financial literacy, a
cooperative approach, a record of achievement, loyalty, and the ability to consult with and advise
management.
What particular experience, qualifications, attributes or skills led the Board of Directors to conclude
that each nominee should serve as a director of Dollar General?
Our Board of Directors believes that each of the nominees can devote an adequate amount of
time to the effective performance of director duties and possesses the minimum qualifications identified
above. The Board has determined that the nominees, as a whole, complement each other, meet the
Board’s skill needs, and represent diverse experience at policy-making levels in areas relevant to our
business. The Board also considered the following in determining that the nominees should serve as
directors of Dollar General:
Mr. Bryant has over 40 years of retail experience, including experience in marketing,
merchandising, operations and finance. His substantial experience in leadership and policy-making roles
at other retail companies, together with his current and former experience as a board member for
certain other retailers, provides him with an extensive understanding of our industry, as well as with
valuable executive management skills and the ability to effectively advise our CEO.
Mr. Calbert has considerable experience in managing private equity portfolio companies and is
familiar with corporate finance and strategic business planning activities. As the former head of KKR’s
Retail industry team, Mr. Calbert has a strong background and extensive experience in advising and
managing companies in the retail industry, including evaluating business strategies, financial plans and
structures, and management teams. His former service on the board of directors of Academy, Ltd., Pets
at Home Group Plc., Shoppers Drug Mart Corporation, Toys ‘‘R’’ Us, Inc. and US Foods, Inc. further
strengthens his knowledge and experience within the retail industry. Mr. Calbert also has a significant
financial and accounting background evidenced by his prior experience as the chief financial officer of a
retail company and his 10 years of practice as a certified public accountant.
Ms. Cochran brings over 20 years of retail experience to Dollar General as a result of her
current and former roles at Cracker Barrel Old Country Store and her former roles at
Books-A-Million. This experience allows her to provide additional support and perspective to our CEO
and our Board. In addition, Ms. Cochran’s industry and executive experience provides leadership,
consensus-building, strategic planning, risk management and budgeting skills. Ms. Cochran also has
significant financial experience, having served as the chief financial officer of two public companies and
as vice president, corporate finance of SunTrust Securities, Inc., and our Board has determined that she
qualifies as an audit committee financial expert.
Ms. Fili-Krushel’s background increases the breadth of experience of our Board as a result of
her extensive executive experience overseeing the business strategy, philanthropy, corporate social
responsibility, human resources, recruitment, employee growth and development, compensation and
benefits, and legal functions at large public companies in the media industry. In addition, her
understanding of consumer behavior based on her knowledge of viewership patterns and preferences
provides additional perspective to our Board in understanding our customer base.
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