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Performance Food Group Co – ‘10-Q’ for 3/28/20 – ‘EX-10.2’

On:  Monday, 5/4/20, at 6:43pm ET   ·   As of:  5/5/20   ·   For:  3/28/20   ·   Accession #:  1564590-20-20918   ·   File #:  1-37578

Previous ‘10-Q’:  ‘10-Q’ on 2/5/20 for 12/28/19   ·   Next:  ‘10-Q’ on 11/4/20 for 9/26/20   ·   Latest:  ‘10-Q’ on 5/8/24 for 3/30/24   ·   4 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/05/20  Performance Food Group Co         10-Q        3/28/20   74:9.2M                                   ActiveDisclosure/FA

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   1.09M 
 2: EX-10.1     Material Contract                                   HTML     86K 
 3: EX-10.2     Material Contract                                   HTML     27K 
 4: EX-31.1     Certification -- §302 - SOA'02                      HTML     30K 
 5: EX-31.2     Certification -- §302 - SOA'02                      HTML     30K 
 6: EX-32.1     Certification -- §906 - SOA'02                      HTML     25K 
 7: EX-32.2     Certification -- §906 - SOA'02                      HTML     25K 
69: R1          Document and Entity Information                     HTML     76K 
30: R2          Consolidated Balance Sheets                         HTML    116K 
23: R3          Consolidated Balance Sheets (Parenthetical)         HTML     37K 
48: R4          Consolidated Statements of Operations               HTML     77K 
71: R5          Consolidated Statements of Comprehensive Income     HTML     45K 
32: R6          Consolidated Statements of Shareholders' Equity     HTML     88K 
25: R7          Consolidated Statements of Cash Flows               HTML    126K 
46: R8          Consolidated Statements of Cash Flows               HTML     33K 
                (Reconciliation)                                                 
74: R9          Summary of Business Activities                      HTML     34K 
17: R10         Summary of Significant Accounting Policies and      HTML     31K 
                Estimates                                                        
38: R11         Recently Issued Accounting Pronouncements           HTML     39K 
61: R12         Revenue Recognition                                 HTML     28K 
54: R13         Business Combinations                               HTML     73K 
18: R14         Debt                                                HTML     96K 
39: R15         Derivatives and Hedging Activities                  HTML     70K 
62: R16         Leases                                              HTML    199K 
55: R17         Fair Value of Financial Instruments                 HTML     28K 
19: R18         Income Taxes                                        HTML     32K 
37: R19         Commitments and Contingencies                       HTML     39K 
67: R20         Related-Party Transactions                          HTML     27K 
40: R21         Earnings Per Common Share                           HTML     87K 
20: R22         Segment Information                                 HTML    293K 
27: R23         Summary of Significant Accounting Policies and      HTML     53K 
                Estimates (Policies)                                             
68: R24         Business Combinations (Tables)                      HTML     68K 
41: R25         Debt (Tables)                                       HTML     81K 
21: R26         Derivatives and Hedging Activities (Tables)         HTML     62K 
28: R27         Leases (Tables)                                     HTML    202K 
66: R28         Earnings Per Common Share (Tables)                  HTML     84K 
43: R29         Segment Information (Tables)                        HTML    299K 
58: R30         Summary of Business Activities - Additional         HTML     80K 
                Information (Detail)                                             
64: R31         Recently Issued Accounting Pronouncements -         HTML     41K 
                Additional Information (Detail)                                  
36: R32         Revenue Recognition - Additional Information        HTML     25K 
                (Details)                                                        
16: R33         Business Combinations - Additional Information      HTML     85K 
                (Detail)                                                         
57: R34         Business Combinations - Summary of Preliminary      HTML     47K 
                Purchase Price Allocation of Major Class of Assets               
                Acquired and Liabilities Assumed (Detail)                        
63: R35         Business Combinations - Summary of Unaudited        HTML     28K 
                Pro-Forma Consolidated Financial Information                     
                (Detail)                                                         
35: R36         Debt - Schedule of Debt (Detail)                    HTML     41K 
15: R37         Debt - Schedule of Debt (Parenthetical) (Detail)    HTML     31K 
56: R38         Debt - Additional Information (Detail)              HTML    137K 
65: R39         Debt - Summary of Outstanding Borrowings,           HTML     33K 
                Availability, and Average Interest Rate under ABL                
                Facility (Detail)                                                
49: R40         Debt - Summary of Outstanding Borrowings,           HTML     26K 
                Availability, and Average Interest Rate under ABL                
                Facility (Parenthetical) (Detail)                                
72: R41         Derivatives and Hedging Activities - Additional     HTML     45K 
                Information (Detail)                                             
31: R42         Derivatives and Hedging Activities - Schedule of    HTML     53K 
                Outstanding Interest Rate Swap Agreement (Detail)                
24: R43         Leases - Additional Information (Detail)            HTML     69K 
47: R44         Leases - Summary of Right-of-Use Assets and Lease   HTML     58K 
                Liabilities in Consolidated Balance Sheet (Detail)               
70: R45         Leases - Summary of Location of Lease Costs in      HTML     37K 
                Consolidated Statement of Operations (Detail)                    
29: R46         Leases - Summary of Supplemental Cash Flow          HTML     37K 
                Information related to Leases (Detail)                           
22: R47         Leases - Summary of Future Minimum Lease Payments   HTML     63K 
                Under Non-Cancelable Leases (Detail)                             
44: R48         Leases - Schedule of Future Minimum Lease Payments  HTML     66K 
                Under Non-Cancelable Leases Prior to Adoption of                 
                ASC 842 (Detail)                                                 
73: R49         Fair Value of Financial Instruments - Additional    HTML     33K 
                Information (Detail)                                             
59: R50         Income Taxes - Additional Information (Detail)      HTML     44K 
50: R51         Commitments and Contingencies - Additional          HTML     24K 
                Information (Detail)                                             
13: R52         Related-Party Transactions - Additional             HTML     30K 
                Information (Detail)                                             
33: R53         Earnings Per Common Share - Schedule of             HTML     49K 
                Reconciliation of Numerators and Denominators for                
                Basic and Diluted Earnings Per Common Share                      
                Computations (Detail)                                            
60: R54         Segment Information - Additional Information        HTML     24K 
                (Detail)                                                         
51: R55         Segment Information - Schedule of Segment           HTML     52K 
                Reporting Information, by Segment (Detail)                       
14: R56         Segment Information - Schedule of EBDITA and        HTML     44K 
                Reconciliation to Consolidated Income Before Taxes               
                (Detail)                                                         
34: R57         Segment Information - Summary Assets by Reportable  HTML     32K 
                Segment, Excluding Intercompany Receivables                      
                (Detail)                                                         
42: XML         IDEA XML File -- Filing Summary                      XML    130K 
26: XML         XBRL Instance -- pfgc-10q_20200328_htm               XML   2.24M 
52: EXCEL       IDEA Workbook of Financial Reports                  XLSX     73K 
 9: EX-101.CAL  XBRL Calculations -- pfgc-20200328_cal               XML    199K 
10: EX-101.DEF  XBRL Definitions -- pfgc-20200328_def                XML    418K 
11: EX-101.LAB  XBRL Labels -- pfgc-20200328_lab                     XML   1.10M 
12: EX-101.PRE  XBRL Presentations -- pfgc-20200328_pre              XML    830K 
 8: EX-101.SCH  XBRL Schema -- pfgc-20200328                         XSD    150K 
45: JSON        XBRL Instance as JSON Data -- MetaLinks              308±   477K 
53: ZIP         XBRL Zipped Folder -- 0001564590-20-020918-xbrl      Zip    210K 


‘EX-10.2’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



 <!   C: 

Exhibit 10.2

PERFORMANCE FOOD GROUP COMPANY

EXECUTIVE SEVERANCE PLAN

 

Participation Agreement

 

 

THIS PARTICIPATION AGREEMENT (“Agreement”) is between _________ (the “Executive”) and PERFORMANCE FOOD GROUP COMPANY (the “Company”), is effective as of _________ __, 2020 and provides as follows.

 

RECITALS

 

WHEREAS, the Company has adopted the Performance Food Group Company Executive Severance Plan (the “Plan”) for the benefit of certain executives of the Company and its Affiliates (as defined in the Plan); and

 

WHEREAS, the Plan provides significant and valuable severance benefits to Plan participants who satisfy the Plan’s requirements for receipt of those benefits; and

 

WHEREAS, in order to protect the legitimate business interests of the Company and its Affiliates the Plan includes covenants that are intended to protect those interests; and

 

WHEREAS, an individual who is selected to participate in the Plan will become a participant in the Plan only if the individual executes this Agreement and agrees to comply with the covenants set forth in the Plan.

 

NOW THEREFORE the Executive and the Company agree as follows:

 

1.Designation as a Participant.  The Company has designated the Executive to participate in the Plan.  The Company has designated the Executive as a Tier _ Participant (as defined in the Plan).

 

2.Acceptance of Plan.  The Executive accepts his designation as a Tier _ Participant and agrees to comply with all of the provisions of the Plan including, for the avoidance of doubt, the covenants set forth in Article VI of the Plan.  The Executive also acknowledges that the Executive (a) has received a copy of the Plan, (b) has had sufficient opportunity to review the Plan in its entirety and (c) understands the terms of the Plan including, for the avoidance of doubt, the covenants set forth in Article VI of the Plan.

 

3.No Right to Continued Employment.  This Agreement and the Executive’s participation in the Plan do not give the Executive any rights with respect to continued employment by the Company or any Affiliate.  This Agreement and the Executive’s participation in the Plan shall not interfere with the right of the Company or an Affiliate to terminate the Executive’s employment.

 

 


 

4.Other Benefits.  The Executive understands and agrees that the Executive will not be eligible to participate in, or receive benefits under, any other severance plan, policy or agreement of the Company or any Affiliate and that the Executive is not entitled to severance or similar benefits under any other plan, policy or agreement with the Company or any Affiliate.

 

5.Governing Law.  This Agreement shall be governed by the laws of the State of Delaware applicable to contracts made and performed wholly within the State of Delaware, without giving effect to the conflict of laws provisions thereof, except to the extent that the laws of the State of Delaware are preempted by ERISA (as defined in the Plan).

 

6.Conflicts.  In the event of any conflict between the provisions of the Plan and this Agreement, the provisions of the Plan shall govern.

 

7.Binding Effect.  This Agreement shall be binding upon the Executive and the Executive’s successors in interest and the Company and any successors to the Company.

 

[Signature page to follow]


 


 

IN WITNESS WHEREOF, the Executive and the Company have executed this Agreement effective as of the date first set forth above.

 

[NAME OF EXECUTIVE]PERFORMANCE FOOD GROUP COMPANY

 

 

__________________________By:________________________

 

Title:_______________________

 

 

 


4 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/16/23  Performance Food Group Co.        10-K        7/01/23  116:21M                                    Donnelley … Solutions/FA
 8/19/22  Performance Food Group Co.        10-K        7/02/22  112:21M                                    Donnelley … Solutions/FA
 8/24/21  Performance Food Group Co.        10-K        7/03/21  114:17M                                    ActiveDisclosure/FA
 8/18/20  Performance Food Group Co.        10-K        6/27/20  115:18M                                    ActiveDisclosure/FA
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Filing Submission 0001564590-20-020918   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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