Attached files
| file | filename |
|---|---|
| 10-K - FORM 10-K - Keurig Dr Pepper Inc. | d70873e10vk.htm |
| EX-32.2 - EX-32.2 - Keurig Dr Pepper Inc. | d70873exv32w2.htm |
| EX-12.1 - EX-12.1 - Keurig Dr Pepper Inc. | d70873exv12w1.htm |
| EX-31.2 - EX-31.2 - Keurig Dr Pepper Inc. | d70873exv31w2.htm |
| EX-31.1 - EX-31.1 - Keurig Dr Pepper Inc. | d70873exv31w1.htm |
| EX-32.1 - EX-32.1 - Keurig Dr Pepper Inc. | d70873exv32w1.htm |
| EX-21.1 - EX-21.1 - Keurig Dr Pepper Inc. | d70873exv21w1.htm |
| EX-23.1 - EX-23.1 - Keurig Dr Pepper Inc. | d70873exv23w1.htm |
| EX-10.25 - EX-10.25 - Keurig Dr Pepper Inc. | d70873exv10w25.htm |
| EX-10.40 - EX-10.40 - Keurig Dr Pepper Inc. | d70873exv10w40.htm |
| EX-10.17 - EX-10.17 - Keurig Dr Pepper Inc. | d70873exv10w17.htm |
| EX-10.23 - EX-10.23 - Keurig Dr Pepper Inc. | d70873exv10w23.htm |
| EX-10.24 - EX-10.24 - Keurig Dr Pepper Inc. | d70873exv10w24.htm |
Exhibit
10.20
| PO Box 869077 |  |
|
Plano, TX 75086-9077 |
||
5301 Legacy Drive |
||
Plano, TX 75024-3109 |
||
Phone 972.673.7000 |
||
Fax 972.673.7976 |
PERSONAL & CONFIDENTIAL
James J. Johnston
2708 Sylvan Way
McKinney, TX 75070
2708 Sylvan Way
McKinney, TX 75070
Dear Jim,
I am pleased to confirm the primary terms and conditions associated with your current position as
of November 23, 2008 (“Appointment Date”) and key role in our vision to Be the Best Beverage
Business in the Americas.
ROLE, APPOINTMENT DATE, REPORTING LINE & LOCATION
Your role will remain President, Beverage Concentrates of Dr Pepper Snapple Group Inc. and its
affiliated companies (“the Company”). In this role you will continue to report directly to me and
will continue to be based at the Company’s headquarters in Plano, Texas.
SCOPE & ACCOUNTABILITIES
You will have responsibility for the concentrate sales business. This appointment includes
managing relationships with Coke, Pepsi and Independent affiliated bottlers and distributors. You
will also continue your leadership of national accounts for the Company’s full brand portfolio,
fountain food services and Canadian operations. Additionally you will continue membership on my
Executive Leadership Team (ELT).
COMPENSATION & BENEFITS
Position Band
The position of President, Beverage Concentrates has been evaluated at the Executive Broadband 1 (BB1) level in our compensation structure.
The position of President, Beverage Concentrates has been evaluated at the Executive Broadband 1 (BB1) level in our compensation structure.
Exhibits
Page 2
James Johnston
James Johnston
Base Salary
Your annual base salary effective at the beginning of your appointment is US $500,000 payable in bi-weekly installments. You will next be eligible for a merit increase in Period 4, 2010. Any merit increase will be based on an evaluation of your overall performance versus your position accountabilities.
Your annual base salary effective at the beginning of your appointment is US $500,000 payable in bi-weekly installments. You will next be eligible for a merit increase in Period 4, 2010. Any merit increase will be based on an evaluation of your overall performance versus your position accountabilities.
| Current Salary | New Salary | $ Increase / % Increase | ||||
$455,000
|
$ | 500,000 | $45,000 / 10% | |||
Annual Bonus
As President, Beverage Concentrates, you will continue to be eligible to participate in the company’s Annual Bonus Plan. The target award for a BB1 is 80% of base salary with a maximum payment of 160% subject to CEO approval. You will be eligible for a pro-rated award at this level under the Plan in 2008 from November 23, 2008. For the 2009 plan year and thereafter, the actual amount of any year’s payout will be based upon the Company achieving pre-determined levels of growth and financial performance.
As President, Beverage Concentrates, you will continue to be eligible to participate in the company’s Annual Bonus Plan. The target award for a BB1 is 80% of base salary with a maximum payment of 160% subject to CEO approval. You will be eligible for a pro-rated award at this level under the Plan in 2008 from November 23, 2008. For the 2009 plan year and thereafter, the actual amount of any year’s payout will be based upon the Company achieving pre-determined levels of growth and financial performance.
Long Term Incentive (LTI) Program
The LTI Program comprises a series of discretionary employee stock arrangements for senior executives aimed at ensuring the appropriate alignment of goals between the Company and our shareholders.
The LTI Program comprises a series of discretionary employee stock arrangements for senior executives aimed at ensuring the appropriate alignment of goals between the Company and our shareholders.
As President, Beverage Concentrates you continue to be eligible to receive Restricted Stock Units
and Options in the following two parts outlined below:
| • | Part 1 is a grant of Restricted Stock Units vesting 100% at the end of three years. | ||
| • | Part 2 is a Stock Option grant which vests equally over three years. |
We will convert the recommended grant values to an equivalent value of DPS stock and stock options
based on the closing price on the grant date approved by the Compensation Committee.
Employee Services Allowance
As a BB1 employee you are eligible in 2009 for an annual allowance of US $19,000 (gross) to purchase various benefits such as club fees/dues, dependent tuition, financial planning, etc. The Employee Services Allowance is paid in two equal installments Effective 2009, the payments will be distributed during the normal payroll cycle in the months of March and September.
As a BB1 employee you are eligible in 2009 for an annual allowance of US $19,000 (gross) to purchase various benefits such as club fees/dues, dependent tuition, financial planning, etc. The Employee Services Allowance is paid in two equal installments Effective 2009, the payments will be distributed during the normal payroll cycle in the months of March and September.
| Previous ESA | New ESA Effective November 23, 2008 | $ Increase /% Increase | ||||
$14,000
|
$ | 19,000 | $5,000 / 36% | |||
Exhibits
Page 3
James Johnston
James Johnston
Paid Vacation
You remain eligible for 4 weeks of paid vacation per year.
You remain eligible for 4 weeks of paid vacation per year.
Automobile Allowance
You are currently under an ARI Lease arrangement for your company automobile. Upon expiration/termination of the ARI lease, which is anticipated to be August 19, 2009, you will be eligible to receive a bi-weekly auto allowance. The auto allowance for a BB1 employee is a gross amount of $1,100 per pay period. At which time you are reassigned to the auto allowance benefit, you will be responsible for lease, maintenance, insurance and gas and will also be subject to applicable state and federal taxes. Details of this benefit will be provided to you in 2009 at the time of current lease expiration.
You are currently under an ARI Lease arrangement for your company automobile. Upon expiration/termination of the ARI lease, which is anticipated to be August 19, 2009, you will be eligible to receive a bi-weekly auto allowance. The auto allowance for a BB1 employee is a gross amount of $1,100 per pay period. At which time you are reassigned to the auto allowance benefit, you will be responsible for lease, maintenance, insurance and gas and will also be subject to applicable state and federal taxes. Details of this benefit will be provided to you in 2009 at the time of current lease expiration.
Benefits and Pension
You remain eligible to participate in the DPS Benefit Plans for salaried employees including Life, Medical, Dental and Vision plans, Short-term and Long-term Disability programs, Pension and Savings plans.
You remain eligible to participate in the DPS Benefit Plans for salaried employees including Life, Medical, Dental and Vision plans, Short-term and Long-term Disability programs, Pension and Savings plans.
In addition to these programs, as an executive you will be eligible to participate in the executive
Long-term Disability program (LTD), executive physicals and the Supplemental Savings Plan (SSP).
EXECUTIVE EMPLOYMENT AGREEMENT
By agreeing to the terms and conditions set forth herein and signing the Confirmation of
Acceptance below, you acknowledge and agree that you are revoking your employment agreement, dated
October 15, 2007, effective as of your Appointment Date and your employment agreement shall have no
further force and effect.
CHANGE IN CONTROL SEVERANCE PLAN & SEVERANCE PAY PLAN FOR SALARIED EMPLOYEES
You will be eligible in 2009 to participate in the Company’s Severance Pay Plan for Salaried
Employees and the Company’s Change in Control Severance Plan, pursuant to the terms and conditions
contained in such plans. Copies of these plans will be provided to you upon request.
NON COMPETE AGREEMENT
The terms and conditions set forth herein are conditioned upon you signing the Employee
Confidentiality and Non-competition Agreement, attached as Exhibit A, which must be fully executed
within five (5) days of receipt of this letter.
The above terms describe our current policies, programs and perquisites. Management reserves the
right to improve, change or delete those policies, programs and perquisites at any time.
Exhibits
Page 4
James Johnston
James Johnston
Please review this information carefully, sign and return the Confirmation of Acceptance form
to Bill Zeller.
In closing, I congratulate you and wish you continued success in your role!
Sincerely yours,
/s/ Larry D. Young
Larry D. Young
President and CEO
President and CEO
Exhibits
| PO Box 869077 | |
|
Plano, TX 75086-9077 |
||
5301 Legacy Drive |
||
Plano, TX 75024-3109 |
||
Phone 972.673.7000 |
||
Fax 972.673.7976 |
CONFIRMATION OF ACCEPTANCE
To: William ‘Bill’ Zeller
Re: Employment Offer
I confirm that I accept the position of President, Beverage Concentrates on the terms and
conditions as stated in the attached letter.
| Signature: | /s/ James J. Johnston | |||
| Name James J. Johnston | ||||
EXHIBIT ‘A’
Non Compete
Non Compete
Letter of
Understanding: James J Johnston
Exhibits