Dollar General 2015 Annual Report Download - page 57

Proxy
PSUs in the death and disability scenarios discussed above for the 2015 PSUs
during these time periods.
✓If such retirement had occurred after March 19, 2015 but before March 18, 2016
for the 2014 PSUs or occurs after April 2, 2016 but before April 1, 2017 for the
2015 PSUs, an additional one-third of earned PSUs from such awards would
become vested and nonforfeitable and would be paid on the retirement date. If
such retirement occurs after March 19, 2015 but before March 18, 2016 for the
2013 PSUs, after March 19, 2016 but before March 18, 2017 for the 2014 PSUs,
and after April 2, 2017 but before April 1, 2018 for the 2015 PSUs, an additional
one-third of earned PSUs from such awards would become vested and
nonforfeitable and would be paid on the retirement date. Otherwise, any earned
but unvested PSUs from such awards shall be forfeited and cancelled on the
retirement date.
• Restricted Stock Units. The one-third of the outstanding RSUs that would have become
vested and nonforfeitable on the next immediately following vesting date if such officer had
remained employed through such date will become vested and nonforfeitable upon such
retirement (provided that if the retirement occurs on a vesting date no accelerated vesting
will occur, but rather the officer shall be entitled only to the portion of the RSUs that
were scheduled to vest on such vesting date) and will be paid six months and one day
following the retirement date.
Payments Upon Voluntary Termination
The payments to be made to a named executive officer upon voluntary termination vary
depending upon whether the resignation occurs with or without ‘‘good reason’’ (as defined in the
applicable agreement) or after our failure to offer to renew, extend or replace the applicable
employment agreement under certain circumstances.
Voluntary Termination with Good Reason or After Failure to Renew the Employment Agreement.
If a named executive officer resigns with good reason (as defined in the applicable equity award
agreement), he or she will forfeit all then unvested equity awards and generally may exercise any vested
options up to 90 days following the resignation date, but in no event later than the 10th anniversary of
the grant date. To the extent Mr. Vasos exercises prior to June 3, 2020 any of the options awarded on
June 3, 2015, he will be required to hold any net shares acquired upon the exercise until June 3, 2020.
If a named executive officer resigns under the circumstances described in (2) below, his or her equity
will be treated as described under ‘‘Voluntary Termination without Good Reason’’ below.
If a named executive officer resigns (1) with good reason (as defined in the applicable
employment agreement) after giving 30 days (90 days in the case of Mr. Vasos) written notice within
30 days after the event purported to give rise to the claim for good reason and opportunity for us to
cure any such claimed event within 30 days after receiving such notice, or (2) within 60 days (90 days in
the case of Mr. Vasos) of our failure to offer to renew, extend or replace his or her employment
agreement before, at or within 6 months (one year in the case of Mr. Vasos) after the end of the
agreement’s term (unless we enter into a mutually acceptable severance arrangement or the resignation
is a result of the named executive officer’s retirement or termination other than for good reason), then
in each case the named executive officer will receive the following benefits generally on or beginning
on the 60th day after termination of employment but contingent upon the execution and effectiveness of
a release of certain claims against us and our affiliates in the form attached to the employment
agreement:
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