Dollar General 2014 Annual Report Download - page 39

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Proxy
Those companies are likely to have executive positions comparable in breadth, complexity and scope of
responsibility to ours. This market comparator group is periodically reviewed to ensure that it remains
relevant.
Our market comparator group for 2014 compensation decisions other than for Mr. Vasos
consisted of the same companies as our 2013 market comparator group:
AutoZone Big Lots Family Dollar McDonald’s
OfficeMax PetSmart Staples J.C. Penney
The Gap Macy’s Ross Stores TJX Companies
Kohl’s Starbucks L Brands Dollar Tree
Foot Locker Safeway Yum! Brands
Our market comparator group for Mr. Vasos’ 2014 compensation decisions consisted of the
nine companies (Big Lots, Dollar Tree, Family Dollar, Foot Locker, J.C. Penney, McDonald’s,
PetSmart, Ross Stores and Safeway) in our 2014 market comparator group that report data for a
comparable position.
For positions below CEO, the Committee biennially reviews market data provided by Meridian
for each named executive officer. In years where individual data is not provided by Meridian, the
Committee conducts its review against the prior year’s data after applying an aging factor provided by
Meridian. Market data for the CEO is provided by Meridian annually to ensure that the Committee is
aware of any significant movement in CEO compensation levels within the market comparator group.
For 2014 executive compensation decisions other than Mr. Dreiling, the Committee reviewed 2013
market comparator group data that had been aged by 3%. In the case of Mr. Dreiling’s 2014
compensation, Meridian provided current survey data from the market comparator group.
Elements of Named Executive Officer Compensation
We provide compensation in the form of base salary, short-term cash incentives, long-term
equity incentives, benefits and limited perquisites. We believe each of these elements is a necessary
component of the total compensation package and is consistent with compensation programs at
companies with whom we compete both for business and talent.
Base Salary. Base salary promotes the recruiting and retention functions of our compensation
program by reflecting the salaries for comparable positions in the competitive marketplace, rewarding
strong performance, and providing a stable and predictable income source for our executives. Because
we likely would be unable to attract or retain quality named executive officers in the absence of
competitive base salary levels, this component constitutes a significant portion of the total
compensation package. Our employment agreements with the named executive officers set forth
minimum base salary levels, but the Compensation Committee retains sole discretion to increase these
levels from time to time.
(a) Named Executive Officers Other than Mr. Dreiling. In 2014, the Compensation Committee
determined that the named executive officers’ performance assessments relative to other executives
supported a percentage increase equal to that which was budgeted for our entire U.S.-based employee
population (see ‘‘Use of Performance Evaluations’’). Such increase, along with the other compensation
components, maintained total compensation within a reasonable range of the median of the market
comparator group. Accordingly, each of the named executive officers received the budgeted 2.45%
annual base salary increase in 2014. The increase was effective as of April 1, 2014.
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