Robert Aflatooni

About Robert Aflatooni

Robert “Bobby” Aflatooni, 55, has served as Chief Information Officer (CIO) of Dollar Tree since July 2022, following senior IT leadership roles at The Howard Hughes Corporation (EVP, CIO, 2018–2022) and Dollar General (VP, IT Operations, Architecture and Merchandising, 2011–2018) . As CIO, his mandate spans enterprise IT modernization and infrastructure to support multi-price rollout and operational transformation. Management-identifies performance metrics influencing executive incentive design as adjusted operating income and adjusted total revenue (annual bonus), and three‑year adjusted EPS and adjusted total revenue with a relative TSR modifier (PSUs), which frame pay-for-performance alignment for senior executives including the CIO . Recent execution highlights credited to Aflatooni’s IT organization include go‑lives of a new warehouse management system at two DCs (two more slated), transition of over 9,000 stores to upgraded network infrastructure, and deployment of systems to support multi‑price (shelf tag printers, in‑store price checkers, back‑office functionality) .

Past Roles

Organization	Role	Years	Strategic Impact
The Howard Hughes Corporation	EVP, Chief Information Officer	2018–2022	Led all IT strategies and operations across the company’s portfolio .
Dollar General	VP, IT Operations, Architecture and Merchandising	2011–2018	Led IT operations/architecture and merchandising systems capabilities .

External Roles

No public company directorships or external board roles are disclosed for Aflatooni in the executive officer biographies of the 2024 and 2025 proxy statements .

Fixed Compensation

Program design (company-wide for executive officers): base salary set to be market‑competitive; reviewed annually considering performance, scope, experience, and peer data .
2024 base salary decisions and philosophy described (committee oversight and peer benchmarking); individual CIO salary levels are not itemized in the NEO tables (CIO not listed among named executive officers) .

Performance Compensation

Annual cash bonus (MICP) – corporate metric structure and payout curve (applies enterprise‑wide to executive officers):

Weighting: 60% adjusted operating income; 40% adjusted total revenue .

Adjusted Operating Income (60% weight)	Potential Payout
Below 85.0% of target	0%
85%	50%
90%	66.7%
95%	83.3%
100%	100%
105%	140%
110%	180%
112.5% or above	200%

Adjusted Total Revenue (40% weight)	Potential Payout
Below 95.0% of target	0%
95%	50%
97.5%	75%
100%	100%
102.5%	150%
105% or above	200%

Committee may adjust for specified items (currency, impairments, strategic actions, legal/governmental matters >$5mm, etc.) under defined principles; bonuses paid the following year upon approval .

Long‑term incentives (standard design):

Mix: 50% PSUs; 30% RSUs; 20% stock options (largest component PSUs) .
PSU metrics and period: three‑year cumulative adjusted EPS (60%) and adjusted total revenue (40%), with three‑year relative TSR modifier of ±25% .
RSUs: service‑based, vest ratably over three years .
Options: vest ratably over three years; 10‑year term; exercise price equals grant‑date close .

2025 transition updates relevant to structure:

To support the Family Dollar divestiture, the Compensation Committee temporarily increased RSU weighting and simplified LTI; and removed adjusted total revenue as a PSU performance metric (emphasizing resilience and alignment) .

Deferred compensation (availability):

Executives may defer up to 50% of salary and up to 100% of annual incentive under the Supplemental Deferred Compensation Plan (earnings based on selected mutual fund alternatives) .

Clawback:

Mandatory reimbursement of excess incentive comp for restatements, compliant with SEC and Nasdaq rules effective 2023 .

Equity Ownership & Alignment

Policy/Guideline	Detail
Stock ownership guideline (CIO falls under “Other Chief-Level Officers”)	2x base salary
Compliance snapshot (as of April 1, 2025)	All named executive officers were in compliance with guidelines
Hedging/Pledging	Hedging and holding in margin accounts prohibited; pledging prohibited except by special permission; none of the executive officers/directors engaged in pledging transactions in fiscal 2024
Counting toward ownership	Direct, trust/spousal/dependent, retirement accounts, certified PSUs, unvested RSUs and restricted stock; options do not count

Beneficial ownership:

The 2025 proxy ownership table lists directors and named executive officers; Aflatooni is not listed in the NEO ownership table, and an individual share count is not provided there .

Employment Terms

Severance and change‑in‑control (CIC):

Revised Executive Agreements adopted in 2024: severance equals 24 months of base salary paid in a lump sum; plus a lump‑sum severance equal to a prorated portion of one year of target bonus; COBRA continuation reduced from 24 to 18 months; severance payable regardless of subsequent employment (COBRA coordination applies) .
CIC “double‑trigger”: equity plan and CIC Retention Agreements provide double‑trigger vesting (CIC plus qualifying termination) .
CIC cash severance multiple under Retention Agreements: 1.5x the sum of reference salary and reference bonus (2.5x for CEO), plus continued health benefits; also provides payout of any earned but unpaid MICP and pro‑rata bonus, and acceleration of unvested equity (valued at $73.35 per share for the illustrative table as of 1/31/2025) .
No excise tax gross‑ups .

Governance protections:

No option repricing or cash buyouts of underwater options without shareholder approval .

Performance & Track Record (Role‑Relevant)

IT modernization and enablement: new warehouse management system live at two DCs (two more scheduled), upgraded network infrastructure across 9,000+ stores, and complete infrastructure build to enable multi‑price rollout (shelf tag printers, in‑store price checkers, back‑office) credited to Aflatooni’s team .
These initiatives underpin store execution, multi‑price expansion, connectivity/security, and operational efficiency—key enablers of revenue mix evolution and margin initiatives described by management .

Compensation Structure Analysis

Increased RSU weighting in 2025 (temporary) and removal of adjusted total revenue from PSU metrics reduce target‑setting complexity and increase retention orientation during a transformational transaction (Family Dollar sale). This tilts near‑term LTI toward time‑based value while preserving performance alignment via adjusted EPS and relative TSR modifier .
Annual bonus remains performance‑weighted (60% AOI/40% revenue) with rigorous payout curves and an AOI hurdle, sustaining pay‑for‑performance tension on profitability and growth .
Strong governance overlay: clawback compliant with SEC/Nasdaq, prohibition on hedging/pledging, no excise tax gross‑ups, and no option repricing without shareholder approval .

Investment Implications

Alignment: CIO ownership guideline of 2x salary and prohibition on hedging/pledging support long‑term alignment; NEOs broadly in compliance as of April 1, 2025 .
Retention vs. performance balance: Temporary shift to higher RSU weighting and PSU metric simplification during the Family Dollar transaction modestly lowers LTI performance risk and may dampen near‑term selling pressure from performance vesting, but maintains multi‑year alignment and double‑trigger CIC protections .
Execution signal: Documented progress in WMS deployments and store/network modernization under Aflatooni’s leadership is a positive indicator for execution on multi‑price and efficiency roadmaps—key drivers for revenue mix and margin recovery narratives at Dollar Tree .
Downside protections: No excise tax gross‑ups, robust clawback, and no option repricing reduce governance risk; CIC economics are standard-market (1.5x salary+bonus for non‑CEO) and double‑trigger, moderating windfall risk while providing retention value .