exv10w20









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




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.






Exhibits



 









 





Page 2

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.




	 	 	 	 	 	 	 
	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.




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.




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.




	 	 	 	 	 	 	 
	Previous ESA	 	New ESA Effective November 23, 2008	 	$ Increase /% Increase
	$14,000

	 	$	19,000	 	 	$5,000 / 36%





Exhibits


 









 






Page 3

James Johnston




Paid Vacation



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.




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.




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




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




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




Letter of
Understanding: James J Johnston


Exhibits