Harris Teeter 2012 Annual Report Download - page 89

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Based upon the recommendations of management relating to management’s expectations for Fiscal 2012 as
well as the foregoing factors, the Compensation Committee determined to increase the base salaries of the current
NEOs for Fiscal 2012 as detailed in the 2012 Base Salary Adjustment table below. The target corporate operating
results and individual performance objectives for the current NEOs from the prior year, Fiscal 2011, that were used
to determine the base salaries for Fiscal 2012 were as follows:
For Mr. Dickson, the Fiscal 2011 target corporate operating results were achieving sales at Harris Teeter
of $4.15 billion (actual $4.29 billion) and operating profit of $172.5 million (actual $191.1 million), and
sales at A&E of $304.3 million (actual $320.8 million) and operating profit of $17.5 million (actual $27.0
million). The Fiscal 2011 performance objectives for Mr. Dickson included: achieving positive same store
sales of 0.5%, at Harris Teeter, opening 8 new stores and completing 5 major remodelings, and achieving
a variety of specific productivity, cost savings and operational goals, and at A&E, domestic and foreign
profitability improvements, and increased market share in A&E’s foreign markets. During Fiscal 2011,
the Company achieved most of Mr. Dickson’s performance objectives, including: Harris Teeter achieved
positive same store sales of 3.27%, opened 7 new stores and completed 8 major remodels, and made
progress on a number of productivity and other goals, and until the Company’s sale of A&E, A&E
maintained consistent profitability in the U.S. and achieved consistent profitability in Europe, and made
some improvements in foreign market share.
For Mr. Woodlief, the Fiscal 2011 target corporate operating results were achieving sales at Harris Teeter
of $4.15 billion (actual $4.29 billion) and operating profit of $172.5 million (actual $191.1 million), and
sales at A&E of $304.3 million (actual $320.8 million) and operating profit of $17.5 million (actual $27.0
million). The Fiscal 2011 performance objectives for Mr. Woodlief included continuing to support and
update an enterprise-wide risk management process, work towards sale of the Company’s foreign
investment and assist with cost optimization efforts. During Fiscal 2011, the Company achieved most
of Mr. Woodliefs performance objectives, including: the Company made a number of improvements in
risk management, sold its foreign investment generating $21.6 million of cash, and made progress towards
cost optimization.
For Mr. Morganthall, the Fiscal 2011 target corporate operating results were achieving operating profit
of $172.5 million (actual $191.1 million). The Fiscal 2011 performance objectives for Mr. Morganthall
included instituting new management systems, re-engineering distribution work standards, achieving
positive same store sales of 0.5%, and reducing energy consumption in core stores by 2%. During Fiscal
2011, the Company achieved most of Mr. Morganthall’s performance objectives, including: achieving
positive same store sales of 3.27%.
For Mr. Antolock, the Fiscal 2011 target corporate operating results were achieving operating profit of
$172.5 million (actual $191.1 million). The Fiscal 2011 performance objectives for Mr.Antolock included
improvements in customer satisfaction, implementation of technology systems, and reducing energy
consumption in core stores. During Fiscal 2011, the Company achieved most of Mr. Antolock’s
performance objectives.
2012 Base Salary Adjustment
Name
Fiscal 2011
Base Salary
($)
Fiscal 2012
Base Salary
($)
Increase
($)
Increase
(%)
Dickson ............................... 682,000 709,000 27,000 4.0
Morganthall ............................ 482,000 500,000 18,000 3.7
Woodlief .............................. 472,500 487,000 14,500 3.1
Antolock .............................. 396,907 415,000 18,093 4.6
Jackson ............................... 328,000 N/A(1) N/A N/A
(1) Mr. Jackson separated from the Company on November 7, 2011 as previously discussed herein.
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