POWER OF ATTORNEY
KNOW ALL
PERSONS BY THESE PRESENTS that the undersigned hereby constitutes, designates
and appoints Page Griffin and Bryant H. Park as such
person's true and lawful attorneys-in-fact and agents, each with full power of
substitution and resubstitution and full power to act alone and without the
other, for the undersigned and in the undersigned's name, place and stead, in
any and all capacities, to:
(a) prepare, execute
in the undersigned's name and on the undersigned's behalf, and submit to the
U.S. Securities and Exchange Commission (the “SEC”) a Form ID (or
any successor form), including amendments thereto, and any other documents
necessary or appropriate to obtain codes and passwords enabling the undersigned
to make electronic filings with the SEC of reports required by Section 16(a) or
any rule or regulation of the SEC promulgated thereunder;
(b) execute for and
on behalf of the undersigned, in the undersigned's capacity as an officer and/or
director of Rite Aid Corporation (the “Company”), Forms 3, 4, and 5
in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;
(c) do and perform
any and all acts for and on behalf of the undersigned which may be necessary or
desirable to complete and execute any such Form 3, 4, or 5, complete and execute
any amendment or amendments thereto, and timely file such form with the SEC and
any stock exchange or similar authority; and
(d) take any other
action of any type whatsoever in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit to, in the best interest of,
or legally required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in such attorney-in-fact's
discretion.
The
undersigned hereby grants to each such attorney-in-fact full power and authority
to do and perform any and every act and thing whatsoever requisite, necessary,
or proper to be done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the undersigned might or could
do if personally present, with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.
This Power
of Attorney shall remain in full force and effect until the undersigned is no
longer required to file Forms 3, 4, and 5 with respect to the undersigned's
holdings of and transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to the foregoing
attorneys-in-fact.
IN WITNESS
WHEREOF, the undersigned has executed this instrument as of the 20th day of
June, 2018.
/s/ Darren W. Karst
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Name:
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Darren W. Karst
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