EXHIBIT 10.4
FLOWERS FOODS, INC.
ANNUAL EXECUTIVE BONUS PLAN
THIS ANNUAL EXECUTIVE BONUS PLAN (the "Plan") is entered into by Flowers Foods, Inc. (the
"Company"), a Georgia corporation, for the purpose of providing annual cash incentive bonuses to certain
designated executives in order to encourage and reward their efforts toward the growth and economic success of
the Company. The terms of the Plan are as follows, effective April 1, 2001:
1. Participants. The Participants in this Plan shall be those key executive employees of the Company or any
subsidiary of the Company who have been designated as participants with respect to a fiscal year of the
Company by the Compensation Committee of the Board of Directors of the Company.
2. Calculation of Bonus. Each Participant is eligible to receive a Bonus, payable in cash, which is a percentage of
a = the Participants' Base Compensation as established by
the Compensation Committee prior to the commencement of the
Plan Year;
b = the incentive guideline percentage ("Target Bonus
Percentage") appropriate to the Participant's salary grade on
the first day of the Plan Year according to the following
Incentive Salary
Guideline Grade
--------- -----
75% 39
50% 32
50% 31
40% 30
c = a percentage determined by the relationship of the
Company's actual earnings before interest, taxes, depreciation
and amortization ("Actual EBITDA") for the Plan Year compared
with the earnings before interest, taxes, depreciation and
amortization goal ("EBITDA Goal") for the Plan Year
established by the Compensation Committee no later than 90
days following the beginning of said Plan Year; for these
purposes, if the Actual EBITDA is equal to the EBITDA Goal,
the resulting percentage is 100%; if Actual EBITDA is less