riteaid8k.htm
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): April 10, 2009 (April
7, 2009)
Rite
Aid Corporation
(Exact
name of registrant as specified in its charter)
|
Delaware
|
1-5742
|
23-1614034
|
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
Number)
|
30
Hunter Lane, Camp Hill, Pennsylvania 17011
(Address
of principal executive offices, including zip code)
(717)
761-2633
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
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 (see General Instruction A.2. below):
[
] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[
] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[
] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[
] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
April 7, 2009, the Compensation Committee (the "Compensation Committee") of the
Board of Directors (the "Board") of Rite Aid Corporation ("Rite Aid") approved
the adoption of the 2010 Bonus Plan, a cash bonus plan for the Named Executive
Officers, other corporate executive officers and key managers. On April 8,
2009, the Board, upon the recommendation of the Compensation Committee, approved
the performance goals and target bonus percentages under the 2010 Bonus
Plan. The 2010 Bonus Plan contains a payout matrix for bonuses based
on Rite Aid's attainment of Adjusted EBITDA (earnings, before interest, taxes,
depreciation, amortization and certain other adjustments). Target
bonus levels for each participant that are defined as a percentage of base pay
were established. Bonuses equal to a multiple of a participant's
target bonus will be paid based on Rite Aid's achievement of the 2010 targets.
100% of the target bonus is payable upon satisfaction of the fiscal year 2010
Adjusted EBITDA targets. Bonus payments under the 2010 Bonus Plan
increase as performance levels increase between the minimum ($1,025 million) and
the maximum ($1,150 million) Adjusted EBITDA targets. Upon
satisfaction of the minimum Adjusted EBITDA target ($1,025 million), the
participant will receive 50% of the Adjusted EBITDA bonus target and upon
satisfaction of the maximum Adjusted EBITDA target ($1,150 million), the
participant will receive 200% of the Adjusted EBITDA bonus target, with
increases between the minimum and maximum targets.
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.
Date:
April 10, 2009
|
|
By:
|
/s/
Marc A. Strassler
|
|
|
|
|
Name:
|
Marc
A. Strassler
|
|
|
|
Title:
|
Executive
Vice President,
|
|
|
|
|
General
Counsel and Secretary
|