Be Ready! You Have Some New Choices to Make 2014 Benefits Guide. Be Active. Be Smart.

Be Active. Be Smart. Be Ready! You Have Some New Choices to Make 2014 Benefits Guide the companies of DELHAIZE AMERICA BOTTOM DOLLAR FOOD FOOD LION HANNAFORD HARVEYS REID S SWEETBAY Aetna 2014

Table of Contents Terms to Know 2 Your 2014 Benefits Changes 3 Eligibility 5 Dependents 5 Decision Resources 6 Enrolling 8 Life Events/ Change in Status 9 Medical Plan 10 Medical Plan Comparison Chart 11 Providers of Distinction and Castlight 12 Premium Credits 13 Welcome Vitality 14 Health Tips 15 Prescription Drug Coverage 16 Newly hired and newly eligible associates You must enroll for medical/ prescription drug, dental, vision and flexible spending account benefits prior to your benefit eligibility date. If you do not enroll prior to your benefit eligibility date, you must wait until the next enrollment period to enroll for these benefits unless you experience a qualifying life event. Dental Plan 17 EyeMed Vision Plan 18 Flexible Spending Accounts 19 Group Life and Disability Benefits 21 Voluntary Benefits 22 Contacts 23 Ready to Enroll? 25 Important Information 2014 Open Enrollment Is October 14 - November 17 All eligible associates must enroll to have certain benefits in 2014. If you do not enroll by the end of your assigned enrollment period, you will not have medical, prescription drug, dental, vision or flexible spending account benefits in 2014. These 2013 health benefits will not roll over. Company-provided benefits such as Group Life and Resources for Living will roll over for 2014.

This year, when you select your benefits, it s your choice and your decision. Health care is about making and acting on the right decision. The right decision for you may not be the right decision for another person. We all have different needs when it comes to benefits. In 2014 you have the choice between two new medical plan options the Core Plan and the Enhanced Plan. These plans allow YOU to choose the out-of-pocket expense and level of coverage that is right for you. Take time to use the information and tools available so you can make the right decision for you and your family. Whatever choice you make, remember that keeping yourself as healthy as possible helps keep costs down for you and for Delhaize America. The company estimates the annual cost of medical and prescription drug claims. These costs are shared with associates through your paycheck deductions for the Medical Plan. When medical claims increase, so do your paycheck deductions. You have the power to help hold down your healthcare expenses by designating a PCP, receiving your preventive care and managing any health concerns before they become more severe and more expensive to correct. In-network preventive care is covered at 100%by both Delhaize America Medical Plan options. If you have a chronic health condition, managing your condition can save you money on prescriptions, doctor s visits and hospitalizations. Your health and wellness is important to us; we are focused on building and maintaining a healthy workforce. That means offering benefit programs that encourage you to get and stay healthy and to take action to improve your health. Use this guide to learn more about your coverage options and determine which benefit options are best for you and your family. Remember, it s your choice, your decision. Sincerely, Dave Bass Vice President, Total Rewards Delhaize America Shared Service Group LLC Terms to Know CDHP Fund: Account funded by company contributions to help reduce your out-of-pocket costs. The money in this account will automatically go toward your deductible. If you do not use the money in this account (up to $5,000), the remainder will roll over into the next Plan year. Coinsurance: The percentage of covered expenses shared by you and Delhaize America each year, after you meet your deductible. Copay/ Copayment: The fixed dollar amount you are responsible for paying when you incur an eligible medical expense for certain services. Deductible: The amount of covered expenses that you or your family (if you have dependent coverage) must pay each calendar year before the plan starts paying. Out- of- Pocket Maximum: The highest amount you or your family (if you have dependent coverage) have to pay for covered medical expenses each year before the plan pays eligible expenses at 100%. Premium Contribution: The weekly/ bi-weekly cost of coverage you pay via payroll deduction for the benefits you choose. To see more Terms to Know, visit the Glossary page of mydzabenefits.com. 2

Your 2014 Benefits Changes The chart below details important changes to your Delhaize America benefits for 2014 and what they mean for you. This outline serves as a Summary of Material Modifications for the Plan s Summary Plan Description on these changes. Change Rates Rate Changes Due to the significant impact of rising healthcare costs, Delhaize America (DA) evaluates health benefits regularly. The rates for your benefits will be changing in 2014. Eligibility Changes Eligibility Requirements for PT Hannaford Flex Associates The requirement for eligibility will be reduced from three to two months of continuous employment. Supreme Court Ruling on Same- sex Marriage There are new eligibility requirements for legally married same-sex spouses. Enrollment Changes Premium Credit Requirements You must meet the requirements to earn Premium Credits in 2014. Confirmation Statements Active Enrollment All eligible associates must enroll for 2014 health benefits for coverage in 2014. Open Enrollment Dates Open enrollment is October 14 - November 17. Your assigned enrollment period will be determined by the state in which you live. Refer to the map on page 9 for your assigned enrollment period. What It Means We are taking steps to control costs so we can continue to offer quality benefit plans and choices to our associates. To learn more about these changes please see the rate sheet page on mydzabenefits.com. Hannaford PTFlex associates will be eligible for medical/ prescription drug, vision, dental, flexible spending accounts, supplemental and group life benefits after two months of continuous employment. As a result of the recent Supreme Court ruling on same-sex marriage, legally married same-sex spouses are now treated the same as other spouses for the purpose of benefits elections. To qualify for January Premium Credits in 2014 you must have met the following requirements: 1. Designate a Primary Care Physician (PCP) for yourself and for each eligible dependent by the end of your enrollment period. 2. If you did not complete a screening in 2012, you must have completed the Blueprint for Wellness Know Your Numbers screenings by the September 1, 2013 deadline. 3. You must be tobacco-free or be actively participating in the Alere Quit For Life tobacco cessation program by September 1, 2013. Applies to you and your eligible dependents age 18 or older.if you qualify for the January Premium Credit you will be eligible to earn additional Premium Credits in April 2014. See page 14 for additional details. Confirmation statements will be available to view and print online. Paper statements will NOT be mailed to homes unless you request one during enrollment (online or by phone). If you do not enroll by the end of your assigned enrollment period, you will not have medical, prescription drug, dental, vision or flexible spending account benefits in 2014. These 2013 health benefits will not roll over. Company-provided benefits such as Group Life and Resources for Living will roll over for 2014. Enroll online at mydzabenefits.com or call the Enrollment Center at 1-855-720-9932 Monday - Saturday from 8 a.m. to 8 p.m. and Sundays 11a.m. to 6 p.m., Eastern Time during your assigned enrollment period. Once you have made your elections, review them carefully. Once open enrollment ends on November 17 you cannot make changes to your benefits until 2015 unless you experience a qualifying status change. 3

Change Medical Plan New Medical Plans for 2014 This year it is your choice and your decision for Medical coverage. Associates can choose from two new medical plan options for 2014. Annual Deductible, Coinsurance, Copayments and Outof- Pocket Maximum Changes CDHP Fund Incentives Discontinued in 2014 Disease Management Changes Plan Exclusions Prescription Drug Program Copay Changes Immunization Benefit Proton Pump Inhibitor (PPI) Stomach Medications What It Means You can choose from two new medical plan options in 2014 the Core Plan and the Enhanced Plan. Please see the 2014 Medical Plan Comparison Chart on page 11 for additional details. Your annual deductible, coinsurance, copayments and out-of-pocket maximum will be changing in 2014. Please see the 2014 Medical Plan Comparison Chart on page 11 for additional details. Copayments are no longer excluded from your out-of-pocket maximum. CDHP Fund incentives will not be offered in 2014. Delhaize America is replacing the CDHP Fund incentives with a Premium Credit program. To learn more about how you can earn Premium Credits in 2014, visit page 14. Starting January 1, 2014 Disease Management services will be offered through your medical carrier Aetna or BCBSNC. Benefits will be excluded from the Aetna medical plan for services provided by Cancer Centers of America. There are changes to your prescription drug copays for 2014. Please see the prescription drug chart on page 17 for additional details. Immunizations such as the Flu shot, Pneumonia and Shingles vaccines will now be covered at 100% when administered at a Delhaize America Pharmacy. Proton Pump Inhibitors and H-2 Antagonists typically used to treat acid reflux and ulcers will be excluded. Over the counter stomach medications can achieve the same results as many prescription medications (such as Nexium). If you are currently using a PPI or H-2 antagonist, you will receive notification from Catamaran with more information regarding this change. Dental Plan Dental Plan Changes There will be a new dental plan for associates in 2014. Wellness New Wellness Vendor Vitality Group Life and Disability Changes Group Life and Disability Changes You will have one dental plan option in 2014. Please see the dental plan chart on page 19 for additional details. Delhaize America will partner with a new wellness vendor Vitality. They will provide educational support and a Vitality Health Review (VHR) health assessment tool. See page 15 for additional details. Company-provided dependent life coverage in the Southeast (SE) will no longer be available. Company-provided AD&D coverage for Full-time and Part-time Associates in the SE will no longer be available. Basic Group Life Insurance for salaried associates will be calculated on base pay earnings. Basic Group Life for Part-time Hourly Associates in the SE will no longer be available. Company-provided Long-Term Disability (LTD) monthly benefit will be up to $16,000 for all eligible salaried associates. LTD coverage will be based on own occupation for salaried directors and executives through age 65. 4

Eligibility Your eligibility for benefits depends on your hire date, job classification, eligible hours and state where you live. Job Classification Part- time Hourly Full- time Hourly Salaried (Full- time or Part- time) Part- time Flex Hourly Associates of Hannaford Covered Under the Scarboroughbased Benefits Program Dependents Eligibility You are eligible to enroll in certain voluntary benefit plans after three months of continuous employment. You will receive a notice in the mail instructing you when you can enroll. To see what voluntary benefit plans are available to you, see page 25 of this Guide. If you are hourly and work an average of 35 or more hours per week, you are eligible for coverage following the first two months of continuous employment and must call to enroll for benefits prior to your benefit eligibility date. If you do not call to enroll prior to your benefit eligibility date you must wait until the next open enrollment period to enroll for benefits unless you experience a qualifying life event change. You are eligible for coverage following the first two months of continuous employment and must call to enroll for benefits prior to your benefit eligibility date. If you do not call to enroll prior to your benefit eligibility date you must wait until the next open enrollment period to enroll for benefits unless you experience a qualifying life event change. If you are scheduled to work 30-34 hours per week in the month prior to the new hire enrollment and each month thereafter, you are eligible for medical/ prescription drug, dental, vision, flexible spending account and if enrolled in medical, supplemental and group life benefits after two months of continuous employment. You must have one full year of continuous service to qualify for company subsidized rates. Eligible associates may cover eligible dependents for medical/ prescription drug, dental, vision and dependent life insurance coverage. New hires: Your eligible dependents must be enrolled prior to your benefit eligibility date. ELIGIBLE DEPENDENTS INCLUDE: Legal spouse Domestic partner (DP) (requires affidavit approval) Child(ren), up to age 26; this also includes children of your domestic partner Natural child(ren) Stepchild(ren) Legally adopted child(ren) Child(ren) for whom you or your domestic partner are the legal guardian Be Aware! If you elect dependent coverage you may be asked for and must provide proof of your dependents relationship. If you enroll dependents who are not eligible for coverage, those dependents will be dropped from coverage, and you may be responsible for paying back any expenses paid on behalf of the ineligible dependent. For more information on acceptable forms of proof of dependent status, visit the Changing Your Coverage page on mydzabenefits.com. Age restrictions may not apply to a mentally or physically disabled child who cannot work and who is primarily dependent on you for support. 5

Decision Resources We know choosing the right medical plan for you and your family is an important decision Delhaize America is here to help. This year you have access to several tools and resources to help you learn about your new medical plan options and make your choice. Use these tools and resources to choose the benefits that are right for you and your family in 2014. mydzabenefits.com: This site is your one-stop-shop for finding health and wellness benefits information. The site has been refreshed and is easier to use than ever. If you haven t already visited the updated site, you will need to register on your first visit by following the instructions on the log in page. Animated Videos: These online videos have great information about the importance of taking care of your health and knowing your numbers in clear, easy to understand terms. Benefits Vendors: Your benefits vendors (also referred to as carriers or administrators) have specific knowledge about covered services. You ll find a complete contact list on page 26 of this guide and on the mydzabenefits.com site under Contacts. Enrollment Center: Call the Enrollment Center at 1-855-720-9932 to ask questions about benefits or enrollment. Customer Service Representatives are available Monday - Saturday from 8 a.m. to 8 p.m. and Sundays 11a.m. to 6 p.m., Eastern Time. If you are a newly hired or newly eligible associate, you must enroll prior to your benefit eligibility date by calling: 1-800-498-3086, Monday - Friday (except holidays) 9 a.m. - 6 p.m., Eastern Time. Enrollment Options: New online option for open enrollment on mydzabenefits.com or call the Enrollment Center.

Before You Enroll Make sure you have all the information you need before you go online or call to enroll. When you enroll, have this information ready: Name and Provider ID number(s) of the Primary Care Physician(s) (PCP) for you and your eligible dependents. If you need to choose a PCP, select the Find a Provider link from the home page of mydzabenefits.com. Social Security numbers for any eligible dependents you are enrolling. Check Your Current Coverage. Not sure what benefits you are currently enrolled in? You can view your 2013 elections online by visiting the Delhaize America Intranet, going to the HR and Payroll page and clicking Me Online! Enroll Online or By Phone The Choice Is Yours! Online: During open enrollment for 2014, you will have a quicker and easier way to enroll in your 2014 benefits. Online enrollment is available 24/ 7 during open enrollment beginning October 14 at mydzabenefits.com. By Phone: To enroll by phone call the Enrollment Center at 1-855-720-9932 to ask questions about benefits or enrollment. Customer Service Representatives are available Monday - Saturday from 8 a.m. to 8 p.m. and Sundays 11a.m. to 6 p.m., Eastern Time. During Open Enrollment Enrolling Online is as easy as 1,2,3! Remember you must actively enroll in most benefits to have 2014 coverage. 1. Log in to mydzabenefits.com 2. From the Home page, click Enroll Now for 2014 Benefits under Resources in the right navigation area. 3. You ll go straight to the enrollment site no extra log in or passwords necessary! Follow the prompts to enroll. If you ve never logged in to mydzabenefits.com, simply visit the site and follow the instructions on the login page. Don t forget to update your email address on mydzabenefits.com. When to Enroll During Open Enrollment, your assigned enrollment period will be based on the state in which you live. Be sure to enroll in your benefits in the time period designated for your state. Remember, you must enroll either online or by phone if you choose to have health benefits in 2014. If you do not enroll by the end of your assigned enrollment period, you will not have medical/ prescription drug, dental, vision or flexible spending account benefits in 2014. These 2013 health benefits will not roll over. If you are a newly hired or newly eligible associate, you must call the Enrollment Center at 1-800-498-3086 to enroll prior to your benefit eligibility date. If you do not enroll prior to your benefit eligibility date, you must wait until the next enrollment period to enroll for these benefits unless you experience a qualifying life event. You will automatically receive basic group life and Resources for Living (EAP) benefits even if you do not call to enroll for other benefits. Newly eligible associates, due to classification change or qualifying event, must call the Enrollment Center within 31days of the change. 7

Spousal Surcharge If you choose to enroll a spouse or domestic partner who has access to their own employer- subsidized health coverage, you will be charged a spousal surcharge of $20 weekly ($40 bi-weekly) to cover them under the Delhaize America medical plan. If your spouse/ DP does not have access to employer-subsidized insurance, you may be required to provide an employer-signed affidavit (sent to you by Delhaize America) to enroll them without the additional charge. This surcharge does not apply if your spouse/ DP works for Delhaize America or one of its banners, is unemployed or self-employed. Enrolling 2014 ANNUAL ENROLLM ENT IS OCTOBER 14 - NOVEM BER 17, 2013 Benefit Will NOT carry over New hire/ newly to 2014 You must eligible You must go online or call to call to enroll for enroll for coverage coverage Eligibility for dependent children Medical/ Prescription Drug Up to age 26 Dental Up to age 26 Disability (NE hourly) N/ A Vision Up to age 26 Health Care Flexible Spending Account Dependent Day Care Spending Account Resources for Living EAP program N/ A N/ A Supplemental Life Insurance Up to age 26 Group Life Insurance Voluntary Benefits Hyatt Legal N/ A Universal Life Up to age 26 Group Auto and Home N/ A Insurance Pet Insurance N/ A Critical Illness Insurance N/ A Long Term Disability N/ A N/ A 8

Enroll in Your 2014 Benefits Open Enrollment All associates must enroll to have certain benefits in 2014. If you do not enroll by the end of your assigned enrollment period, you will not have medical, prescription drug, dental, vision or flexible spending account benefits in 2014. These 2013 health benefits will not roll over. Your Assigned Enrollment Period 10/ 14 to 10/ 20 Maine, New Hampshire 10/ 21 to 10/ 27 Connecticut, Delaware, Massachusetts, New Jersey, New York, Pennsylvania, Rhode Island, Vermont 10/ 28 to 11/ 03 District of Columbia, Maryland, Virginia, West Virginia 11/ 04 to 11/ 10 North Carolina 11/ 11 to 11/ 17* Florida, Georgia, Kentucky, Ohio, South Carolina, Tennessee * If you live outside Delhaize America operating states, please enroll 11/11 to 11/17. Confirm Your Coverage Approximately 48 hours after enrolling, your personalized benefits confirmation statement will be available for you to review online at www.myubenefits.com. You will receive log-on instructions at the end of your enrollment session explaining how to access this site. Please review your confirmation statement carefully to be sure your benefit elections are correctly noted. If changes are needed, follow the instructions included on the confirmation statement. Life Events/ Change in Status Once your assigned enrollment period for the upcoming year has closed, you will not be able to enroll until the next open enrollment period unless you have a qualifying status change, such as: Marriage Divorce Birth or adoption of a child Death A change in your spouse/ domestic partner s employment status All changes must be made within 31days of the event. To report a change in status, go to the Delhaize America intranet, select the HR and Payroll page and click on Me Online! Associates who need to report a gain or loss of coverage need to open a ticket through the Delhaize America Associate Service Center either online or by calling 1-866-789-HR4U (4748). After you submit the change, you will be required to provide supporting documentation to the Benefits Department. For more information on life events visit the Changing Your Coverage page on mydzabenefits.com. Stay in Touch - - - If your mailing address, phone number, beneficiary designation or email address changes, be sure to log in to Me Online! to update. Don t forget to update your email address on the mydzabenefits.com portal. 10

Medical Plan Your Choice. Your Decision. In 2014, Delhaize America is offering two new medical plan options to all eligible associates the Core plan and the Enhanced plan. Both options are considered Consumer Driven Health Plans (CDHP). You can go to any doctor you choose; no referrals are required. However, you will pay less out-of-pocket when you use Aetna Providers of Distinction (Tier 1) and in-network providers (Tier 2). In-network preventive care exams are covered at 100%. Both coverage levels pay for care using a three step process and the amount you pay for care depends on which step you are in. Here s how it works: STEP ONE Meet your deductible. You pay 100% of costs, excluding in-network annual preventive exams, until you meet your deductible. CDHP funds will help reduce your annual deductible. STEP TWO STEP THREE After you meet the out-of- pocket maximum, the plan pays 100%of eligible expenses for the rest of the year. Once you meet the deductible, you and the company each pay a percentage of your costs until you reach your out-of- pocket maximum. Your annual deductible is included in your outof-pocket maximum. Core Plan You remain in step two until you meet your out-of-pocket maximum. The Core Plan offers the lowest per-paycheck costs, but has the highest annual deductible and out-of-pocket maximum. In-network preventive care is covered at 100%, whether or not your deductible has been met. With this option, you receive a Delhaize America contribution of $150/ individual or $300/ family to your CDHP Fund that covers part of your annual deductible. Enhanced Plan The Enhanced Plan has the lowest deductible and out-of-pocket maximum, but the highest per-paycheck costs. Innetwork preventive care is covered at 100%, whether or not your deductible has been met. With this option, you receive a Delhaize America contribution of $300/ individual or $600/ family to your CDHP Fund that covers part of your annual deductible. 11

Medical Plan Comparison Chart Aetna Core Plan Benefit Tier 1/ POD Tier 2/ In-Network Out-of- Network Enhanced Plan Tier Tier 2/ 1/ In-Network POD Out-of- Network Annual Deductible 1 $1,750/ single $3,500/ family $3,500/ single $7,000/ family $10,000/ single $1,250/ single $20,000/ family $2,500/ family $2,500/ single $5,000/ family $10,000/ single $20,000/ family OOP Max (includes deductible, copayments and coinsurance) 11 $4,500/ single $9,000/ family $6,350/ single $12,700/ family $18,000/ single $3,500/ single $36,000/ family $7,000/ family $6,350/ single $12,700/ family $18,000/ single $36,000/ family CDHP Funding Plan Pays: $150/ single $300/ family Preventive Care 100% 30% no deductible $300/ single $600/ family 100% 30% no deductible PCP 70% 30% 80% 30% (non- preventive) POD Specialists 2 70% 40% 30% 80% 50% 30% Lab Services at Independent Lab POD Hospital Services 2 Inpatient and Outpatient Including Lab and X- Ray services Hospital Based Outpatient Surgery Hospital Based MRI, CAT, PET Scans Emergency Room (waived if admitted) Urgent Care & Walk- In Clinics 70% 30% 80% 30% 70% 40% 30% 80% 50% 30% 70% 40% 30% 80% 50% 30% 70% 40% 30% 80% 50% 30% you pay $200 copay then 70% after deductible you pay $200 copay then 80% after deductible 70% 30% 80% 30% 1 Deductible and OOP amounts for Tier 1/ POD and Tier 2/ In-Network cross accumulate to each maximum, but do not cross accumulate with OON services. 2 Providers of Distinction: Aetna - Cardiology, Gastroenterology, General Surgery, Orthopedics, Neurology, Neurosurgery (no pediatrics), Obstetrics/ Gynecology, Cardiothoracic Surgery, Vascular Surgery, Otolaryngology (ENT), Plastic Surgery, Urology, Allergy/ Immunology, Dermatology, Endocrinology, Infectious Disease, Nephrology, Ophthalmology, Pulmonary Critical Care, Rheumatology. In 5 markets (RI, VT, MD, DE and parts of PA) all network hospitals and the 8 underlined specialties will be Tier 1(not Tier 2 providers). In all other markets, there will be Tier 1and Tier 2 hospitals and all 20 specialties will have Tier 1and Tier 2 providers. Bariatric Surgery Bariatric surgery is covered at 80% only when you use an Aetna Institute of Quality. If you use any other facility the surgery will not be covered. 12

Providers of Distinction To help you control your out-of-pocket costs Aetna offers Tier 1Providers of Distinction. These hospitals and specialists have received Aetna s highest ranking for performance, quality and cost-effectiveness. You pay the lowest coinsurance when you use Tier 1Providers of Distinction for your health care. If you choose an innetwork specialist or hospital who is not a Tier 1Provider of Distinction, your coinsurance will be higher. Use Castlight to find in-network providers you can also find out which hospitals and specialists are considered Tier 1Providers of Distinction, which can lower your out-of-pocket costs. Click on the Castlight tool, located on the home page of mydzabenefits.com to get started. Nurse Line When you aren t sure if you should see a doctor or visit an emergency room, the Nurse Line can assist with your concerns. Nurses are available 24/ 7 to answer immediate medical questions for you and your family. One phone call could save you an unnecessary trip to the emergency room and expensive emergency room bills. To access this service contact the number on the back of your insurance Medical ID card. Castlight Get the most out of your healthcare dollars by becoming a wise healthcare consumer and making informed decisions. Castlight can help you find a high quality doctor at a cost-effective price before you make an appointment. With Castlight, you can: Compare nearby doctors, hospital facilities and medical services based on the price you ll pay and quality of care. See personalized cost estimates based on your location, your health plan, and whether or not you ve paid your deductible. Review step-by-step explanations of past medical spending so you know how much you paid and why. For more information on how Castlight can help you become a wise healthcare consumer visit mydzabenefits.com. Disease Management Maintaining good health or getting help when you need it means you are taking action for your health and well-being. If you or an eligible family member has a serious ongoing illness, you may be invited to participate in the Disease Management program. You have an opportunity to work one on one with a personal registered nurse who will provide coaching on ways to improve your health, including lifestyle and behavioral changes. Participation earns you Vitality reward points. Case Management For serious and complex medical conditions we offer you the support of Case Management Your Medical carrier may invite you to participate and the program then helps you or an eligible family member navigate through a variety of services; including doctor s visits, treatment programs, prescription drug compliance and hospital admissions. 13

Premium Credits Associates who completed healthy actions by the required deadlines in 2013 will pay less per paycheck for their benefits in 2014. To qualify for Premium Credits in 2014, Associates must have met the following requirements: ONE TWO THREE Designate a Primary Care Physician (PCP) for yourself and for each eligible dependent by the end of your enrollment period. If you did not complete a screening in 2012, you must have completed the Blueprint for Wellness Know Your Numbers screenings by the September 1, 2013 deadline. You and your eligible dependents age 18 or older must be tobacco free or be actively participating* in the Alere Quit For Life tobacco cessation program by September 1, 2013. You and your eligible dependents age 18 or older must be tobacco free or be actively participating* in the Alere Quit For Life tobacco cessation program by September 1, 2013. *Actively participating means you or your eligible dependents age 18 or older must have enrolled in the Alere Quit For Life tobacco cessation program either online or by phone and established a Quit Plan and completed at least one coaching session by September 1, 2013. If you completed these actions by the required deadlines you will receive a Premium Credit beginning January 2014. You will see a reduction of $5 per week ($10 bi-weekly) for single coverage and $10 per week ($20 bi-weekly) for family coverage to help reduce your costs of benefits in 2014! If you did not complete these requirements by the deadline you are not eligible for any Premium Credits in 2014. Associates enrolled in a Delhaize America Medical plan who completed all three steps will be eligible to register for and utilize Vitality wellness programs. To Earn Additional Premium Credits for April 2014 Associates who met the January, 2014 requirements can earn additional Premium Credit by reaching the Bronze Reward Status through Vitality. Easy steps include: 1. Register with our new wellness vendor, Vitality between January 1 and March 31, 2014 at mydzabenefits.com. Premium Credit Requirements for New Hires/ Newly Eligible Associates 1. 1. You You must must designate a Primary Care Care Physician (PCP) (PCP) for for yourself and and for foreach eligible each eligible dependent dependent when you when enroll you enroll in your benefits. in your benefits. 2. 2. You You and and your your eligible eligible dependents dependents age 18 age and 18 older and older must must be tobacco be tobacco free free for 6 months for 6 months or more. more. Remember to to complete your your KYN KYN screening by by September 1, 1, 2014 2014 to tobe eligible be eligible for 2015 for 2015 incentives. incentives. You must register on Vitality and complete the VHR by September 1, 2014 to be eligible for 2015 incentives. 2. Complete the online Vitality Health Review between January 1 and March 31, 2014. Applies to you and covered spouse/ domestic partner. 14

Welcome Vitality New Wellness Vendor Starting January 1, 2014 Delhaize America is partnering with a new vendor, Vitality. This partnership with Vitality affirms our commitment to your good health. Vitality will help educate, motivate and assist you in realizing the limitless benefits of making healthy choices and adopting healthy behaviors. Engage with Vitality and all that it has to offer and be rewarded with better health and more. Vitality Health Review (VHR) The Vitality Health Review is a free, convenient and confidential health assessment tool to help you get better acquainted with your health. It only takes a few minutes to complete. Get the big picture of your health in just minutes When you take the Vitality Health Review (VHR), you ll receive a complete summary of your health and lifestyle risk factors in a personalized report and learn your Vitality Age a scientific measurement of your overall health. It s a great way to get the big picture of your health and learn where you can improve and where you re doing well. Know Your Numbers More information to come in 2014 regarding your Health Improvement Plan Your first goal with Vitality and to earn additional Premium Credits is to register and complete the steps to reach Bronze Reward Status. 1. Register with our new wellness vendor, Vitality between January 1 and March 31, 2014 at mydzabenefits.com. 2. Complete the VHR through Vitality between January 1 and March 31, 2014. Applies to you and covered spouse/ domestic partner. New Hires/ Newly Eligible: You must register on Vitality and complete the VHR between January 1 and September 1, 2014 to be eligible for 2015 incentives. 15

Health Tips Designate a PCP Use the Castlight Service Remember, Resources for Living Can Support You and Your Family with Many Work/ Life Services Be Tobacco Free with Alere Keep an Eye Out for Savings Visit mydzabenefits.com to See Important Documents About Your Benefits Primary Care Physicians (PCPs) see their patients regularly, looking for symptoms a patient may not notice. PCPs can guide you toward healthy lifestyle habits that may decrease the likelihood that you ll need expensive specialty care in the future. To change your PCP during the year, visit the Find a Provider link and call the Associate Service Center at 1-866-789- HR4U (4748). Get the most out of your healthcare dollars by becoming a wise healthcare consumer and making informed decisions. Castlight can help you find a high quality doctor or facility at a cost-effective price before you make an appointment. With Castlight, you can: Compare nearby doctors, hospital facilities and medical services based on the price you ll pay and quality of care See personalized cost estimates based on your location, Tier 1or Tier 2 providers/ facilities, your health plan, and whether or not you ve paid your deductible Review step-by-step explanations of past medical spending so you know how much you paid and why New this year, associates will be able to register for Castlight prior to enrolling in Medical. Once you are enrolled in a Delhaize America medical plan, Castlight will match your enrollment information and you will immediately have access to Castlight. For more information on how Castlight can help you become a wise healthcare consumer visit mydzabenefits.com. Resources for Living can assist you with whatever you are dealing with at no cost to you. The RFL program provides support for emotional, relationship, health or workplace issues as well as everyday matters such as finding child care, getting legal help or assistance getting out of debt. You and your covered dependents are eligible for three free sessions with Resources for Living counselor. Information, resources and tools are available by phone or online at www.mylifevalues.com, username and password: DZA resources. So whether the need is a major challenge or an everyday matter, help is here by phone or with the click of a mouse. Delhaize America offers this tobacco cessation program to you and covered dependents age 18 and older at no charge to you. The Alere Quit for Life program provides one-on-one telephone-based treatment sessions with a professional coach. See page 27 for contact information. Your Delhaize America medical plan can help you save money on your vision care. With the Aetna Vision SM discount program you can enjoy savings on eye exams, contact lenses, eyeglasses, LASIK surgery and more. This program is not an insurance plan it s simply a way to save money on eye care. Remember, your medical plan covers preventive eye exams at 100%. Visit www.aetna.com and log in to Aetna Navigator to find out more about the Aetna Vision SM discount program and the savings available to you. Notice of Privacy Practices, Summary Plan Descriptions (SPDs), Summary of Benefits and Coverage (SBCs) and all Required Notices are located on the Information page of mydzabenefits.com. You may request printed copies of the required notices by calling the Delhaize America Associate Service Center. 16

Prescription Drug Coverage If you are enrolled in a Delhaize America Medical Plan (Core or Enhanced) you are automatically enrolled for prescription drug benefits through Catamaran. To help you pay for the cost of your medications, all medical options include prescription drug coverage through Catamaran. Your coverage offers 30-day prescriptions through participating retail pharmacies and 90-day prescriptions through the Catamaran mail order drug program or a Delhaize America Pharmacy **. A maximum of three 30-day prescription fills are available through participating retail pharmacies before the requirement for the 90-day supply program begins. Tier Generic Annual Deductible per Individual (for brand name drugs only) Preferred Brand 30- Day Supply 90- Day Supply Delhaize America Participating Catamaran Home Delivery* Pharmacies** and pharmacies within 10 (Mail Order) Program or participating pharmacies miles of Delhaize Delhaize America NOT within 10 miles of America Pharmacies** Delhaize America You Pay: Greater of $10 or 20% (with a max of $50) Greater of $20 or 20% (with a max of $50) $100 $100 $100 Greater of $35 or 30% (with a max of $100), after deductible Greater of $55 or 30% (with a max of $150), after deductible You Pay: $30 $100 copay, after deductible Non- Preferred Brand Greater of $70 or 50% (with a max of $150), after deductible Greater of $90 or 50% (with a max of $200), after deductible $200 copay, after deductible Acne Medication 50% (with $20 minimum), after deductible Specialty Drugs $75 copay, no deductible at Catamaran specialty drug provider or Delhaize America Pharmacy** 50% (with $40 minimum), after deductible No coverage at other pharmacies 50% (with $60 minimum), after deductible N/ A * Effective October 1, 2013 Catamaran Home Delivery began providing mail order services. ** Delhaize America Pharmacies include Food lion, Hannaford, Harvey s and Sweet bay retail locations. You Pay Less When You Choose Generics The individual $100 deductible is waived for generic prescriptions, plus the copay and coinsurance amounts are less! Diabetic Sense Program To help meet the needs of associates with Diabetes, Delhaize America offers the Diabetic Sense Program through Catamaran. The program offers free diabetic supplies and health education support. Diabetic supplies will also be available through Delhaize America Pharmacies with no copay. Contact Catamaran for more information at 1-800-688-0438. 17

Dental Plan New Brush Up on Your Dental Care Regular dental care is essential to preventing serious dental problems. Good oral hygiene practices, including brushing and flossing daily, eating a healthy diet and getting check-ups is the best way to keep your gums healthy and your smile beautiful for a lifetime! In 2014 associates have one dental plan option, available through Aetna. You can use any licensed dental provider for covered services and receive benefits. The Dental Plan covers 100% of your preventive and diagnostic care expenses with no deductible, up to plan limits. Plan Features Deductible Calendar Year Maximum Benefit Orthodontic Lifetime Maximum Benefit Covered Services Preventative Services Routine or problem exams (2 per year) Scaling/cleaning of teeth (2 per year) Dental x-rays bitewing (2 times every 12 months) Dental x-rays vertical bitewing (2 times every 12 months) Dental x-rays full mouth (once every 3 years) Topical fluoride application for dependent children under age 19, (1 treatment) Sealants for dependent children under age 14 Space maintainers Basic Expanded Services Emergency palliative treatment Extractions, Oral Surgery, Periodontics, Endodontic Restorative dentistry, excluding inlays, most crowns, and bridges General anesthesia (medically necessary in connection with oral or dental surgery) Major Expanded Services Inlays, On-lays, Crowns (resin, porcelain, metal) Bridges, Dentures Orthodontic Expenses $100/single $200/family $1,200 per person $1,000 per person You Pay 0% Covered at 100% 20% Covered at 80% after deductible 60% Covered at 40% after deductible 50% Covered at 50%, no deductible 18

Eye Med Vision Plan The vision plan is administered by Eye Med Vision Care. Associates can choose from the Access network of providers for lower vision care costs. The benefit provides coverage once every 12 months for routine eye exams and glasses or contacts. Refer to mydzabenefits.com for additional program details. Service: Eye Exams Single, Bifocal or Trifocal Lenses Frames (once every two years) Contact Lenses You Pay: $20 copay $20 copay $120 retail 24 month allowance $120 retail 24 month allowance 19

Flexible Spending Accounts Flexible Spending Accounts, administered by ADP, help you save money on your taxes by paying for eligible medical and dependent care expenses with pre-tax dollars. You choose the amount of pre-tax money you want to have deducted from your paycheck and it is deposited directly into your Flexible Spending Account. There are two types of Flexible Spending Accounts Health Care and Dependent Day Care. Health Care Flexible Spending Account Even though your benefits cover many of your healthcare expenses, you may need to pay some costs out-of-pocket. You can contribute between $120 and $2,500 each year to the Health Care Flexible Spending Account to pay for copays, deductibles and coinsurance related to you or your dependents medical, dental and vision care or prescription drug costs. Dependent Day Care Flexible Spending Account The Dependent Day Care Flexible Spending Account offers you a tax-free way to pay yourself back for eligible dependent care expenses throughout the year. You can contribute between $120 and $5,000 each year to the Dependent Day Care Spending Account to pay for dependent day care expenses on a pre-tax basis if both you and your spouse work, your spouse goes to school full-time or your spouse isn t able to care for him or herself. This includes both child day care and elder care. Using Your Flexible Spending Account Dollars Since these accounts help reduce your taxes, the the IRS has strict rules about how you can use your spending account dollars. You You can t can t transfer transfer money money between between your your Health Health Care Care and and Dependent Dependent Day Day Care Care Flexible Flexible Spending Spending Accounts. Accounts. Once Once established, established, you you cannot cannot change change contribution contribution amounts amounts unless unless you you experience experience a qualifying qualifying status status change. change. If If you you don t don t use use all all of of the the money money you ve you ve set set aside aside during during the the year, year, it it is is non-refundable non-refundable and and cannot cannot be be carried carried over over to to the the next next year. year. The Health Care and Dependent Day Care Flexible Spending Accounts are great ways to save on The your Health taxes, Care but you and should Dependent plan carefully. Day Care For Flexible a complete Spending listing Accounts of eligible are expenses, great ways visit to save on myspendingaccount.shps.com. your taxes, but you should plan carefully. For a complete listing of eligible expenses, visit myspendingaccount.shps.com. 20

HOW FLEXIBLE SPENDING ACCOUNTS SAVE YOU MONEY Even though your benefits cover many of your healthcare expenses, there are still costs like deductibles and copays that you will need to pay out of your pocket. Participating in a Flexible Spending Account can save you money here s how: Example of Annual Tax Savings* Without an FSA With an FSA Annual Pay $30,000 $30,000 Pre- tax Money Deposited into FSA -$0 -$ 2,500 Remaining Taxable Annual Pay $30,000 $27,500 Minus Federal and Social Security Taxes -$ 10,500 -$ 9,625 Take- home Pay Spent on Qualified Expenses -$ 2,500 -$0 Take- home Pay $ 17,000 $ 17,875 *Assumes annual tax rate of 35% $875 Increase in take-home pay with a Flexible Spending Account 21

Group Life and Disability Benefits Delhaize America offers eligible associates company-provided basic life insurance and subsidized disability coverage. In order to align benefits across banners and to retain market competitiveness, we are making some important changes to these benefits in 2014. Group Life Insurance Job Classification Full- time Hourly Associate (except drivers and warehouse associates) Company- Provided Coverage A fixed amount of $40,000 Salaried or Salaried Non- Exempt Associate (non- executive) 1.5 times base pay up to $400,000 Full- time Hourly Driver A fixed amount of $130,000 Full- time Hourly Warehouse Associate A fixed amount of $70,000 NE Part-time Flex Associate Enrolled in a Delhaize America Medical Plan A fixed amount of $5,000 Supplemental Life Insurance Low Rates All Full-time Hourly and Salaried Associates have the option to enroll in a Supplemental Life Insurance Plan through Hartford Life for yourself and your eligible dependents. You also have the option to enroll in Supplemental Dependent Life Insurance through Hartford Life. Disability If you are out of work and totally disabled as a result of a non-work related injury or illness and you are under a doctor s care, you may be eligible for disability benefits. Short term disability benefits are intended to provide you with financial protection when you are unable to work due to a disability. All salaried and full-time hourly associates are eligible for Disability coverage. For eligibility criteria and plan details, please refer to the Disability pages on mydzabenefits.com. All enrolled associates are required to file a claim within 14 days. If you delay beyond the 14 day filing deadline, your benefits may be reduced. Benefits begin on the 8th day of an absence resulting from a non-work related illness or injury. 22

Voluntary Benefits In addition to our core benefits program, Delhaize America offers associates voluntary benefits on an after-tax basis to help meet their coverage needs. Life Insurance pays your beneficiary if you should pass away. The voluntary Universal Life Insurance available to you is permanent protection, which doesn t expire after a preestablished period of time like term insurance. The flexibility of this plan allows you to choose the benefit and premium amount that best fit your needs. Critical Illness coverage supplements your other coverage. It pays a lump-sum benefit directly to you if you are diagnosed with a covered condition. You use this money however you choose: deductibles and coinsurance, expenses your family incurs to be by your side or simply replace your lost earnings from being out of work. Group Home and Auto Insurance provides you with access to insurance coverage at special group rates to meet your personal insurance needs. Policies available include: auto, home, landlord s rental dwelling, condo, fire, renters, recreational vehicle, boat, and personal excess liability ( umbrella ) policies. Pet Insurance helps you manage the cost of veterinary care. You can insure your dogs, cats, birds and other common household pets for more than 6,400 medical treatments for accidents and illnesses. Coverage is also available for preventive and routine care. If you are currently enrolled in a Hyatt Legal plan and wish to terminate this coverage, you must do so during annual enrollment. Hyatt Legal offers you easy and low-cost access to a wide variety of personal legal services. When you elect Group Legal coverage, you gain access to a national network of more than 11,000 attorneys and can use the benefit as often as you like. You pay the cost of coverage through after- tax payroll deductions. Voluntary Long-Term Disability, available to full-time hourly associates, offers you a way to ensure your living expenses are covered if you are disabled for an extended period of time. For additional information and eligibility criteria please refer to the Voluntary Benefits pages on mydzabenefits.com. 23

CONTACTS Vendor Phone Website General Questions and Enrollment Associate Service Center (for all Delhaize America associates) Enrollment Center (Open Enrollment) October 14 - November 17, 2013 1-866-789-HR4U (4748) 1-855-720-9932 Monday - Saturday from 8 a.m. - 8 p.m. and Sundays 11a.m.- 6 p.m., Eastern Time www.myhr4u.com mydzabenefits.com Enrollment Center (newly hired or newly eligible associates) If you are a newly hired or newly eligible associate, you must enroll prior to your benefit eligibility date. Medical and Prescription Drug 1-800-498-3086 Monday - Friday (except holidays) 9 a.m. - 6 p.m. Eastern Time Aetna (Medical) Member Services: 1-877-266-2872 Nurse Line: 1-800-556-1555 TDD Nurse Line: 1-800-270-2386 mydzabenefits.com www.aetna.com Providers of Distinction: aetna.com/ docfind/ custom/ delhaize Partners Second Opinion Program https:// econsults.partners.org/ aetna Blue Cross Blue Shield of North Carolina (BCBSNC) Member Services: 1-888-709-7092 Nurse Line: 1-877-477-2424 www.bcbsnc.com/ members/ delhaizeamerica Castlight Search for Providers 1-888-856-9419 mycastlight.com/ delhaize Catamaran (Prescription Drug Coverage and Catamaran Home Delivery) 1-877-629-3125 www.mycatamaranrx.com Diabetic Sense www.libertymedical.com/ catamaran/ home/ Dental, Vision and Flexible Spending Accounts ADP (Flexible Spending Accounts and COBRA) 1-888-556-3341 myspendingaccount.shps.com/ Aetna (Dental) Member Services: 1-877-266-2872 www.aetna.com EyeMed Vision Care Customer Service: 1-866-723-0514 www.eyemedvisioncare.com 24

CONTACTS Vendor Phone Website Life and Disability Insurance Aetna (Disability) MA, ME, NH, NY, VT Disability Claims: 1-877-266-2872 (Call within 14 days for ALL disability claims) N/ A Cigna (Disability) DE, FL, GA, KY, MD, NC, OH, PA, SC, TN, VA, WV State of New Jersey, DOL (New Jersey Disability) The Hartford (New York Hourly Disability and Supplemental Life Insurance) Voluntary Benefits Continental American Insurance Company (Universal Insurance Coverages) MetLife (Group Auto and Home, Hyatt Legal, Pet Insurance) Wellness and Resources for Living Vitality Starting January 1, 2014 Alere Quit for Life Tobacco Cessation Program Disability Claims: 1-800-362-4462 N/ A 1-609-292-7060 http:// lwd.dol.state.nj.us 1-866-945-7781 www.thehartfordatwork.com 1-800-524-5298 www.caicworksite.com 1-800-438-6388 www.metlife.com/ mybenefits 1-877-224-7117 www.powerofvitality.com Fax: 1-877-224-7110 email: wellness@powerofvitality.com 1-866-QUIT-4-LIFE 1-866-784-8454 www.quitnow.net/ delhaizeamerica Quest Diagnostics Blueprint 1-866-908-9440 https:// my.blueprintforwellness.com for Wellness Monday - Friday 8 a.m. - 9:30 p.m. EST email: Saturday 8:30 a.m. - 5 p.m. EST wellness@questdiagnostics.com Fax: 1-855-794-1391 Resources for Living 1-877-327-3356 http:// www.mylifevalues.com/ username and password: DZA resources mydzabenefits.com 25

Ready to Enroll? Use this handy checklist to help you prepare for enrollment Designate a Primary Care Physician for all eligible covered family members* My Primary Care Physician s name and Provider ID number is: My spouse/ domestic partner s Primary Care Physician s name and Provider ID number is: My dependent child(ren) s Primary Care Physician s name and Provider ID number is: * If you need to choose a PCP, go to mydzabenefits.com and select the Find a Provider link located under Resources on the right-hand side of the Home page. Determine Coverage Levels: Medical Dental Vision Associate Only Associate + Child(ren) Associate + Spouse/ Domestic Partner Family Per- paycheck Cost $ $ $ Provide Social Security numbers and date of birth for eligible and enrolled covered family members and/ or beneficiaries Short Term Disability (Full-time Hourly): $ Health Care Flexible Spending Account annual amount: $ Dependent Day Care Flexible Spending Account annual amount: $ Supplemental Life: $ For help estimating your Flexible Spending Account contributions and potential annual tax savings, visit the Learning Center at myspendingaccount.shps.com. This guide gives highlights of the Delhaize America benefit programs. It is not intended to be a Summary Plan Description (SPD) or, except as otherwise stated elsewhere in the guide, serve as a Summary of Material Modifications (SMM). If there are differences between the guide and the plan document, the terms of the plan document will control. In addition, if there are differences between the guide and the SPD, the SPD will control (except to the extent the guide serves as a SMM for the SPD). Delhaize America may amend or terminate its plans at any time by its sole discretion. The descriptions of these programs, the plans themselves or participation in the plans is not an employment contract or any type of employment guarantee and should not be considered as such. In addition to your SPDs, you can find all Summary of Benefits and Coverage (SBCs) and Required Notices on the Information page of mydzabenefits.com. You may request printed copies of these documents by calling the Delhaize America Associate Service Center. Aetna 2014