8-K

UNITED STATES

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): June 5, 2015

CASEY'S GENERAL STORES, INC.

(Exact name of registrant as specified in its charter)

Iowa

(State or other jurisdiction of incorporation)

001-34700	42-0935283
(Commission File Number)	(IRS Employer Identification No.)
One Convenience Blvd., Ankeny, Iowa	50021
(Address of principal executive Offices)	(Zip Code)

515/965-6100

(Registrant's telephone number, including area code)

NONE

(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 (see General Instruction A.2. below):

• Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

• Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

• Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CF 240.14d-2(b))

• Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.    Results of Operations and Financial Condition.

On June 8, 2015, Casey's General Stores, Inc. (the "Company") issued a press release announcing its financial results for the fourth fiscal quarter and fiscal year ended April 30, 2015. A copy of the Company's press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 5, 2015, the Board of Directors of the Company approved salary and bonus plan arrangements for the Company's executive officers and Vice Presidents for the fiscal year ending April 30, 2016. Further information concerning such arrangements is described in Exhibit 99.2 and is incorporated herein by reference.

On that same date, the Compensation Committee of the Board of Directors authorized the award of 3,250 restricted stock units to each of the five executive officers (Messrs. Myers, Handley, Walljasper and Billmeyer and Ms. Jackowski) under the terms of the 2009 Stock Incentive Plan. The awards will vest on June 5, 2018.

The Compensation Committee also authorized the payment of awards under the fiscal 2015 annual incentive plan (described in the Form 8-K filed on June 9, 2014 and the proxy statement filed on August 8, 2014), equal to 100% of the officer's base salary. The award is payable in cash (30%) and shares of restricted stock (70%).

In addition, the Board of Directors elected Jay Soupene to serve as Senior Vice President of Store Operations, and James Pistillo to serve as Vice President and Treasurer, both to be effective immediately.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

The exhibits accompanying this report are listed in the Exhibit Index

attached hereto.

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.

		CASEY'S GENERAL STORES, INC.
Date: June 8, 2015	By:	/s/ William J. Walljasper
		William J. Walljasper
		Senior Vice President and
		Chief Financial Officer

EXHIBIT INDEX

The following exhibits are filed herewith:

Exhibit No.Description

99.1 Press Release issued by Casey's General Stores, Inc., dated June 8, 2015.

99.2 Description of FY2016 Salary and Bonus

Arrangements for Named Executive Officers

EX-99.1

Exhibit 99.1

NEWS RELEASEFOR IMMEDIATE RELEASE
Casey’s General Stores, Inc. One Convenience Blvd. Ankeny, IA 50021	Nasdaq Symbol CASY CONTACT Bill Walljasper (515) 965-6505

Casey’s Completes Record Fiscal Year with Strong Sales in All Categories

Ankeny, IA, June 8, 2015 - Casey’s General Stores, Inc. (Nasdaq symbol CASY) today reported diluted earnings per share of $1.05 for the fourth quarter of fiscal year ended April 30, 2015 compared to $0.54 for the same period a year ago. For the year, diluted earnings per share were $4.62 versus $3.26 for the same period last year. “Fiscal 2015 was a tremendous year for Casey’s,” said Chairman and CEO Robert J. Myers. “Sales were strong throughout all of our categories, and the Company is poised to grow the business in fiscal 2016 with a variety of initiatives to improve the existing store base, while at the same time building and acquiring more stores.”

Fuel - The Company’s annual goal for fiscal 2015 was to increase same-store gallons sold 1% with an average margin of 15.3 cents per gallon. Annual same-store gallons sold were up 2.6% with an average margin of 19.3 cents per gallon. For the quarter, same-store gallons rose 3.5% with an average margin of 16.9 cents per gallon. The Company sold 13.9 million renewable fuel credits for $9.7 million in the fourth quarter. “Same-store gallons sold are benefiting from lower retail fuel prices,” said Myers. “The steady fall in wholesale cost midyear along with favorable renewable fuel credits contributed to a record high fuel margin for the year.” For fiscal 2015, total gallons sold were up 9.1% to 1.8 billion, while gross profit dollars rose 31.1% to $351.2 million.

Grocery and Other Merchandise - Casey’s goal was to increase same-store sales 5.3% with an average margin of 32.1%. For the year, same-store sales were up 7.8% with an average margin of 32.1%. For the fourth quarter, same-store sales were up 9.7% with an average margin of 32.1%. “Sales were strong throughout the entire category during the fiscal year, and we are especially pleased with the build in momentum during the fourth quarter,” stated Myers. “We are encouraged by recent premium cigarette sales gains, while beer and beverage sales continue their strong performance as we expand our initiatives throughout the chain, particularly 24-hour conversions and major store remodels.” For the year, total sales were up 13.4% to $1.8 billion, and gross profit dollars rose 13.3% to $575.5 million.

Prepared Food and Fountain - Casey’s annual goal was to increase same-store sales 9.5% with an average margin of 60%. For the year, same-store sales were up 12.4% with an average margin of 59.7%. For the quarter, same-store sales were up 13.5% with an average margin of 60.9%. “Prepared food margin was under pressure for most of the fiscal year due to high input costs,” said Myers. “Fortunately we experienced some relief towards the end of the third quarter and have locked in favorable cheese costs through the end of December 2015 and coffee through December 2016. Same-store sales continue to be favorably impacted by several initiatives, and we are particularly excited about rolling out our online pizza ordering system during fiscal 2016.” For fiscal 2015, total sales were up 18.5% to $780.9 million, and gross profit dollars were up 15.6% to $466.1 million.

Operating Expenses - For the fiscal year, operating expenses increased 12.0% to $960.4 million. For the fourth quarter, operating expenses were up 10.7%. “The majority of our operating expense increase is related to new and acquired stores, as well as store replacements and the various operational initiatives in place throughout this fiscal year as well as the prior year,” said Myers. Operating expenses for stores that have not been impacted by the initiatives were up 3.7% for the year.

Expansion - The Company’s annual goal was to build or acquire 72 to 108 stores and replace 25 existing locations. For the fiscal year, the Company opened 45 new stores and acquired 36, for a total of 81 stores. The Company also completed 27 replacements and 27 major remodels. “The Company believes it is important to grow the business through new and acquired stores while at the same time enhancing the performance of our existing store base,” said Myers. “Our prudent approach to acquisitions and our ability to execute on the integration of newly constructed and acquired stores will enable us to deliver shareholder value for many years to come.”

Fiscal 2016 goals - The corporate performance goals for fiscal 2016 are as follows:

• Increase same-store fuel gallons sold 2% with an average margin of 16.7 cents per gallon

• Increase same-store grocery and other merchandise sales 6.2% with an average margin of 32.1%

• Increase same-store prepared food and fountain sales 10.4% with an average margin of 60.8%

• Build or acquire 75 to 113 stores, replace 10 existing locations and complete 100 major remodels.

Dividend - At its June meeting, the Board of Directors increased the quarterly dividend to $0.22 per share. The dividend is payable August 17^th to shareholders of record on August 3^rd, 2015.

****

Casey’s General Stores, Inc.

Condensed Consolidated

Statements of Income

(Dollars in thousands, except share and per share amounts)

(Unaudited)

	Three Months Ended April 30,			Twelve Months Ended April 30,
	2015		2014	2015		2014
Total revenue	$	1,653,858	1,919,566	$	7,767,216	7,840,255
Cost of goods sold (exclusive of depreciation and amortization, shown separately below)	1,307,315		1,635,946	6,327,431		6,618,239
Gross profit	346,543		283,620	1,439,785		1,222,016
Operating expenses	232,543		210,123	960,424		857,297
Depreciation and amortization	42,156		35,556	156,111		131,160
Interest, net	10,168		10,320	41,225		39,915
Income before income taxes	61,676		27,621	282,025		193,644
Federal and state income taxes	20,333		6,679	101,397		66,824
Net income	$	41,343	20,942	$	180,628	126,820
Net income per common share
Basic	$	1.06	0.54	$	4.66	3.30
Diluted	$	1.05	0.54	$	4.62	3.26
Basic weighted average shares	38,868,593		38,499,270	38,743,227		38,457,680
Plus effect of stock compensation	369,888		424,984	360,606		410,726
Diluted weighted average shares	39,238,481		38,924,254	39,103,833		38,868,406

Casey’s General Stores, Inc.

Condensed Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)

	April 30, 2015		April 30, 2014
Assets
Current assets
Cash and cash equivalents	$	48,541	$	121,641
Receivables	22,609		25,841
Inventories	197,331		204,833
Prepaid expenses	2,025		1,478
Deferred income taxes	15,531		23,292
Income tax receivable	19,223		12,473
Total current assets	305,260		389,558
Other assets, net of amortization	18,295		15,947
Goodwill	127,046		120,406
Property and equipment, net of accumulated depreciation of $1,185,246 at April 30, 2015 and $1,062,278 at April 30, 2014	2,019,364		1,778,965
Total assets	$	2,469,965	$	2,304,876
Liabilities and Shareholders’ Equity
Current liabilities
Notes payable to bank	$	—	$	—
Current maturities of long-term debt	15,398		553
Accounts payable	226,577		250,807
Accrued expenses	122,914		139,529
Total current liabilities	364,889		390,889
Long-term debt, net of current maturities	838,245		853,642
Deferred income taxes	354,973		318,023
Deferred compensation	17,645		16,558
Other long-term liabilities	18,984		22,500
Total liabilities	1,594,736		1,601,612
Total shareholders’ equity	875,229		703,264
Total liabilities and shareholders’ equity	$	2,469,965	$	2,304,876

Certain statements in this news release, including any discussion of management expectations for future periods, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from future results expressed or implied by those statements. Casey’s disclaims any intention or obligation to update or revise forward-looking statements, whether as a result of new information, future events, or otherwise.

The previously announced revisions to our financial results regarding an immaterial correction of an error for the fiscal 2015 first quarter and fiscal 2014 are reflected in year-to-date results and comparisons to prior periods.

Revenue and Gross Profit by Category (Amounts in thousands)
Three months ended 4/30/2015	Fuel			Grocery & Other Merchandise			Prepared Food & Fountain			Other			Total
Revenue	$	1,010,033		$	436,591		$	194,688		$	12,546		$	1,653,858
Gross profit	$	75,228		$	140,230		$	118,551		$	12,534		$	346,543
Margin	7.4		%	32.1		%	60.9		%	99.9		%	21.0		%
Fuel gallons	444,800
Three months ended 4/30/2014
Revenue	$	1,366,951		$	378,251		$	162,977		$	11,387		$	1,919,566
Gross profit	$	52,936		$	121,388		$	97,924		$	11,372		$	283,620
Margin	3.9		%	32.1		%	60.1		%	99.9		%	14.8		%
Fuel gallons	403,767

Revenue and Gross Profit by Category (Amounts in thousands)
Year ended 4/30/2015	Fuel			Grocery & Other Merchandise			Prepared Food & Fountain			Other			Total
Revenue	$	5,144,385		$	1,794,822		$	780,887		$	47,122		$	7,767,216
Gross profit	$	351,155		$	575,510		$	466,056		$	47,064		$	1,439,785
Margin	6.8		%	32.1		%	59.7		%	99.9		%	18.5		%
Fuel gallons	1,816,596
Year ended 4/30/2014
Revenue	$	5,554,580		$	1,583,234		$	659,176		$	43,265		$	7,840,255
Gross profit	$	267,872		$	507,936		$	402,996		$	43,212		$	1,222,016
Margin	4.8		%	32.1		%	61.1		%	99.9		%	15.6		%
Fuel gallons	1,665,600

Fuel Gallons											Fuel Margin
Same-store Sales Growth											(Cents per gallon, excluding credit card fees)
	Q1		Q2		Q3		Q4		Fiscal Year			Q1			Q2			Q3			Q4			Fiscal Year
F2015	3.0	%	2.3	%	2.2	%	3.5	%	2.6	%	F2015		18.9	¢		19.5	¢		22.0	¢		16.9	¢		19.3	¢
F2014	3.2		4.2		3.8		1.8		3.1		F2014	21.4			16.0			13.6			13.1			16.1
F2013	(0.2	)	(0.4	)	0.6		1.0		0.1		F2013	14.2			14.2			13.1			16.3			14.4

Grocery & Other Merchandise											Grocery & Other Merchandise
Same-store Sales Growth											Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2015	7.7	%	6.6	%	7.7	%	9.7	%	7.8	%	F2015	32.5	%	32.3	%	31.2	%	32.1	%	32.1	%
F2014	6.1		10.2		6.5		7.2		7.4		F2014	32.7		32.3		31.1		32.1		32.1
F2013	2.6		(0.7	)	3.2		(0.2	)	0.8		F2013	33.4		33.4		31.7		31.7		32.6

Prepared Food & Fountain											Prepared Food & Fountain
Same-store Sales Growth											Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2015	11.1	%	11.1	%	14.1	%	13.5	%	12.4	%	F2015	59.9	%	59.3	%	58.7	%	60.9	%	59.7	%
F2014	11.9		12.3		10.7		12.1		11.8		F2014	61.8		61.8		60.8		60.1		61.1
F2013	10.6		10.1		11.6		4.4		8.6		F2013	63.5		62.5		60.6		60.5		61.8

Corporate information is available at this Web site: http://www.caseys.com. Earnings will be reported during a conference call on June 9, 2015. The call will be broadcast live over the Internet at 9:30 a.m. CDT via the Investor Relations section of our Web site and will be available in an archived format.

EX-99.2

EXHIBIT 99.2

FY2016 SALARY AND BONUS ARRANGEMENTS

FOR NAMED EXECUTIVE OFFICERS

FY2016 Salary Structure

Position	Name	FY2016 Base Salary
CEO	Robert J. Myers	$1,125,000
President & COO	Terry W. Handley	$770,000
SVP/CFO	William J. Walljasper	$550,000
SVP/Logistics &           Acquisitions	Sam J. Billmeyer	$550,000
SVP/General Counsel	Julia L. Jackowski	$530,000

FY2016 Annual Incentive Plan

The target bonus available to the named executive officers (and Vice Presidents) will be an amount equal to 60% of base salary, with an opportunity for up to 100% of base salary if the Company exceeds certain earnings per share and return on invested capital goals for the year. Of that amount, 75% will be based on earnings per share, and 25% based on return on invested capital.

If and as earnings per share reach specified targets approved by the Board of Directors, bonus payments will be made in amounts beginning at 7.5% of salary and increasing at intervals of 7.5% up to a maximum of 75% of the base salary amount (45% at the target amount). The bonus payment will be made in the form of 75% cash and 25% equity (restricted stock) at the 7.5% level, with incremental adjustments to 30% cash and 70% equity at the 75% maximum bonus amount.

If and as return on invested capital reaches specified targets approved by the Board, bonus payments will be made in amounts beginning at 2.5% of salary and increasing at intervals of 2.5% up to a maximum of 25% of the base salary amount (15% at the target amount). The bonus payment will be made in the form of 75% cash and 25% equity (restricted stock) at the 2.5% level, with incremental adjustments to 30% cash and 70% equity at the 25% maximum bonus amount. For this purpose, return on invested capital is determined by dividing operating income after depreciation and tax before interest by average invested capital.