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Walgreen Company 8-K 2009 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): December 23, 2009
 WALGREEN
CO.
(Exact
name of registrant as specified in its charter)
Registrant’s
telephone number, including area code:(847) 940-2500
Not
Applicable
(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:
On
December 23, 2009, the Board of Directors of Walgreen Co. (the “Company”)
approved an amendment (the “Amendment”) to the Walgreen Co. Profit-Sharing
Restoration Plan (the “Plan”). The Amendment is effective January 1, 2010 and
eliminates the provisions of the Plan that provide for tax gross-up payments,
which prior to the Amendment applied in certain limited
circumstances.
In fiscal
years 2008 and 2009, the following tax-gross up payments were made to named
executive officers under the Plan (all of them under provisions being eliminated
by the Amendment): Jeffrey A. Rein received a payment of $4,068 in fiscal year
2009; and George J. Riedl received a payment of $2,859 in fiscal year
2008.
For a
general description of the Plan, please see page 23 of the Company’s 2009 proxy
statement under the heading “Elements of Compensation—Retirement Plans and
Programs.”
The aggregate payments under the Plan
in fiscal years 2008 and 2009 by the Company to the current named executive
officers were:
The
Compensation Committee of the Company’s Board of Directors conducts a regular
review of the Company’s executive compensation programs to ensure that the
programs are designed to reward the achievement of annual and long-term Company
performance goals and align executive interest with those of shareholders. Such
regular reviews have and will continue to include an evaluation of the Company’s
retirement programs and plans offered to the Company’s executives.
SIGNATURE
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.
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