UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON
D.C. 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported): March 12, 2008
DOLLAR
TREE, INC.
(Exact
name of registrant as specified in its charter)
VIRGINIA
(State or
Other Jurisdiction of Incorporation)
|
0-25464
|
26-2018846
|
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
500 Volvo
Parkway
Chesapeake,
VA 23320
(Address
of Principal Executive Offices and Zip Code)
(757)
321-5000
(Registrant’s
Telephone Number, Including Area Code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02. Departures of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Compensatory
Arrangements.
On March
12, 2008, the Compensation Committee of the Board of Directors of Dollar Tree
Stores, Inc. conducted its annual review of the base salaries and incentive
compensation of the Company’s executive officers.
Base Salaries: For fiscal
2008, the Committee established annual base salaries for certain of the
Company’s Named Executive Officers as shown in the following table.
|
Name
|
Position
|
Base
Salary
|
|
Bob
Sasser
|
President,
Chief Executive Officer
|
$850,000
|
|
Gary
M. Philbin
|
Chief
Operations Officer
|
$500,000
|
|
Robert
H. Rudman
|
Chief
Merchandising Officer
|
$425,000
|
|
Kathleen
E. Mallas
|
Vice
President, Controller (Principal Financial Officer)
|
$175,000
|
Annual Incentive
Bonus: The Committee authorized the payment of annual cash
bonus awards to certain of the Company’s Named Executive Officers for fiscal
year 2007 which ended on February 2, 2008. The Committee also
established the target bonus levels of 100% of salary for the CEO, 50% of salary
for the Chief Operating Officer and Chief Merchandising Officer and 35% of
salary for the Vice President, Controller, and established the potential bonus
and performance goals for fiscal year 2008. Consistent with past
practice, 85% of the potential award is based on the Company’s earnings per
share and 15% is based on the officer achieving personal performance
goals. The following table sets forth the bonus payments for fiscal
2007 and bonus potential for fiscal 2008:
|
Name
|
Position
|
Bonus
Potential
Fiscal
2008
|
Bonus
Payments
Fiscal
2007
|
|
Bob
Sasser
|
President,
Chief Executive Officer
|
$850,000
|
$1,005,825
|
|
Gary
M. Philbin
|
Chief
Operating Officer
|
$250,000
|
$305,945
|
|
Robert
H. Rudman
|
Chief
Merchandising Officer
|
$212,500
|
$248,568
|
|
Kathleen
E. Mallas
|
Vice
President, Controller (Principal Financial Officer)
|
$61,250
|
$72,141
|
The
Compensation Committee also approved a bonus payment for fiscal 2007 of $270,840
for the Chairman of the Board, Macon F. Brock, Jr.
The bonus
potential for fiscal 2008 assumes that the Company achieves 100% of its earnings
per share goal and the executive achieves 100% of the personal performance
goals. Within certain limits, if the Company exceeds (or does not
meet) its earnings per share goal, the executive’s bonus can exceed (or fall
below) the bonus potential set forth above.
Current Year Equity Awards:
The Committee approved the grant, effective March 14, 2007, of 64,000 options
and 28,500 restricted stock units to Bob Sasser; 19,000 options and 8,500
restricted stock units to Gary Philbin; 18,000 options and 8,000 restricted
stock units to Bob Rudman; and 6,250 options and 2,575 restricted stock units to
Kathleen Mallas.
Each of
the above-referenced shares, was awarded under either the Company’s 2004
Executive Officer Equity Plan or the 2003 Equity Incentive Plan, as applicable,
both approved by the shareholders.
The
Company has amended its officers’ outstanding stock option awards to allow these
options to be exercised for the original 10-year term following the officer’s
(i) retirement after age 59 ½ with seven years of service, (ii) death or (iii)
disability.
Item
8.01 Other Events.
The
Company has amended the Directors’ outstanding stock option awards and the
related plans to allow options granted under these plans to be exercised for the
original 10-year term following the director’s (i) retirement after age 59 ½
with seven years of service, (ii) death or (iii) disability.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.
|
DOLLAR
TREE, INC.
|
||
|
|
|
|
|
Date:
March 18, 2008
|
By:
|
/s/ Bob Sasser
|
|
Bob
Sasser
|
||
|
President
and Chief Executive Officer
|
||