Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Amendments to Executive Agreements
On February 26, 2022, the Compensation Committee of the Board of Directors of
Dollar Tree, Inc. (the "Company") authorized the Company's entry into letter
agreements with each of its executive officers at the level of "Chiefs,"
including named executive officers Michael Witynski, Kevin Wampler and Thomas
O'Boyle, Jr., in each case amending the Executive Agreement between the Company
and the applicable executive to extend the period during which the Company will
provide base salary continuation and reimbursement of monthly health insurance
premiums from 12 months to 24 months in the event the executive's employment is
terminated without "Cause" (as defined in the Executive Agreement) or on account
of the executive's death or disability.
Mr. Witynski executed the foregoing letter agreement on March 1, 2022. In
addition, on March 1, 2022, the Company entered into an Addendum to Executive
Agreement (the "Addendum") with Mr. Witynski, which further amends his Executive
Agreement with the Company to provide that (i) in the event that he is entitled
to severance under the Executive Agreement, his salary continuation payments
will also include an amount equal in the aggregate to two times his target
annual cash bonus for the fiscal year in which his employment terminates, and
(ii) for purposes of his outstanding equity awards, if his employment is
terminated by the Company without "Good Cause" (as defined in the Addendum), he
will be deemed to have terminated employment due to "retirement" (within the
meaning of the applicable award agreements).
The form of Executive Agreement is filed as Exhibit 10.2 to the Company's
Quarterly Report on Form 10-Q for the period ended November 3, 2018. Except as
expressly amended by the letter agreements and the Addendum, the existing terms
of the Executive Agreements between the Company and its named executive officers
remain in full force and effect.
The foregoing is a summary of the material terms of the letter agreements and
the Addendum. The summary does not purport to be complete and is qualified in
its entirety by reference to the full text of the letter agreements and the
Addendum, which are filed as Exhibits 10.1 and 10.2, respectively, to this
Current Report on Form 8-K and incorporated herein by reference.
Post-Retirement Benefits Agreement
On March 2, 2022, the Company entered into a Post-Retirement Benefits Agreement
with Bob Sasser, effective upon his retirement as Executive Chairman of the
Board of Directors of the Company, which provides that the Company will (i) pay
Mr. Sasser $30,000 per year to be available to provide occasional consulting
services to the Company at its request, (ii) permit Mr. Sasser and his spouse to
be fully eligible to participate in the group health insurance maintained by the
Company during their lifetimes, so long as Mr. Sasser and his spouse pay the
full cost of such insurance coverage, and (iii) permit the use by Mr. Sasser of
the Company's corporate jet following the date of his retirement until January
28, 2023, in accordance with any applicable policies and guidelines of the
Company and subject to applicable tax laws and regulations.
The foregoing is a summary of the material terms of the Post-Retirement Benefits
Agreement with Mr. Sasser. The summary does not purport to be complete and is
qualified in its entirety by reference to the full text of the agreement, which
is filed as Exhibit 10.3 to this Current Report on Form 8-K and incorporated
herein by reference.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
10.1 Form of letter agreement amending Executive Agreements with executive officers at
the level of Chiefs
10.2 Addendum to Executive Agreement, by and between the Company and Michael Witynski,
dated March 1, 2022
10.3 Post-Retirement Benefits Agreement, by and between the Company and Bob Sasser,
dated March 2, 2022
104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL
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