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DOLE > SEC Filings for DOLE > Form 8-K on 13-Sep-2012All Recent SEC Filings

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Form 8-K for DOLE FOOD CO INC


13-Sep-2012

Change in Directors or Principal Officers, Financial Statements and Exhibits


Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Compensatory Arrangements of Certain Officers.

Effective September 12, 2012, the Board of Directors of Dole Food Company, Inc. (the "Company") approved the Enhanced Severance Pay Plan for Employees of Dole Food Company, Inc. and Participating Divisions and Subsidiaries (the "Plan"), to commence on the date if and when the Company announces a Board approved strategic alternative in connection with the Company's previously announced strategic business review process. The Plan is designed to provide payments upon severance as a result of certain material corporate restructuring events to certain employees of the Company and its participating divisions and subsidiaries, including all of the Company's named executive officers. The Plan is intended to supplement benefits that may be payable under the Company's existing Severance Pay Plan for Employees of Dole Food Company, Inc. and Participating Divisions and Subsidiaries (the "Dole Severance Plan").

Pursuant to the Plan, eligible employees are generally entitled to 4 weeks of weekly base compensation for each year of service with the Company minus any benefits payable under the Dole Severance Plan, subject to the execution of a release, in the event of an involuntary termination of employment during the Applicable Period (as defined in the Plan). Applicable Period is defined under the Plan to be the period beginning with the date of the Company's public announcement of the Board's approval of a strategic alternative in connection with the Company's previously announced strategic business review process and ending upon the earlier of (i) the date that is three months after the consummation of such strategic alternative or (ii) the date the Company determines such a strategic alternative will not be pursued. In the event an eligible employee does not receive at least four weeks' advance notice of employment termination, such employee will be eligible for an additional benefit calculated in accordance with the provisions of the Plan.

This description of the Plan is qualified in its entirety by reference to the complete text of the Plan, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

On September 5, 2012, the Board of Directors of the Company authorized management to amend, as appropriate, the Company's Change of Control Agreements to provide for severance payments upon employment termination following receipt of the required release agreement and any required revocation period, but not later than 75 days after such termination, in conformance with the Company's practice. Such amendment to be effective when delivered to the relevant employees on September 12, 2012. This description of the amendment is qualified in its entirety by reference to the complete text of the amendment, a copy of which is attached hereto as Exhibit 10.2 and is incorporated herein by reference.




Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

10.1    Enhanced Severance Pay Plan for Employees of Dole Food Company, Inc. and
        Participating Divisions and Subsidiaries

10.2    Amendment to Change of Control Agreements


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