0001062993-23-009745.txt : 20230501 0001062993-23-009745.hdr.sgml : 20230501 20230501121613 ACCESSION NUMBER: 0001062993-23-009745 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20230501 FILED AS OF DATE: 20230501 DATE AS OF CHANGE: 20230501 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DILTS KELLY CENTRAL INDEX KEY: 0001553646 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11421 FILM NUMBER: 23871795 MAIL ADDRESS: STREET 1: 6380 ROGERDALE CITY: HOUSTON STATE: TX ZIP: 77072 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DOLLAR GENERAL CORP CENTRAL INDEX KEY: 0000029534 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 610502302 STATE OF INCORPORATION: TN FISCAL YEAR END: 0203 BUSINESS ADDRESS: STREET 1: 100 MISSION RIDGE CITY: GOODLETTSVILLE STATE: TN ZIP: 37072 BUSINESS PHONE: 6158554000 MAIL ADDRESS: STREET 1: 100 MISSION RIDGE CITY: GOODLETTSVILLE STATE: TN ZIP: 37072 FORMER COMPANY: FORMER CONFORMED NAME: TURNER CAL DATE OF NAME CHANGE: 19710401 FORMER COMPANY: FORMER CONFORMED NAME: TURNER J L & SON INC DATE OF NAME CHANGE: 19710401 3 1 form3.xml INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES X0206 3 2023-05-01 0 0000029534 DOLLAR GENERAL CORP DG 0001553646 DILTS KELLY 100 MISSION RIDGE GOODLETTSVILLE TN 37072 0 1 0 0 EVP & Chief Financial Officer Common Stock 5851 D Employee Stock Option (Right to Buy) 138.75 2029-08-27 Common Stock 5732 D Employee Stock Option (Right to Buy) 154.53 2030-03-17 Common Stock 5052 D Employee Stock Option 193.55 2031-03-16 Common Stock 5787 D Employee Stock Option 214.25 2032-03-15 Common Stock 15248 D Employee Stock Option 208.13 2033-03-28 Common Stock 4809 D Includes 210 restricted stock units representing the right to receive shares of common stock upon vesting ("RSUs") that are scheduled to vest on April 1, 2024, subject to certain forfeiture and accelerated vesting provisions; 1,064 RSUs that are scheduled to vest evenly on April 1, 2024 and April 1, 2025, subject to certain forfeiture and accelerated vesting provisions; 663 RSUs that are scheduled to vest evenly on April 1, 2024, April 1, 2025 and April 1, 2026, subject to certain forfeiture and accelerated vesting provisions; 206 earned but unvested performance share units representing the right to receive shares of common stock upon vesting ("PSUs") that are scheduled to vest on April 1, 2024, subject to certain forfeiture and accelerated vesting provisions; and 818 earned but unvested PSUs that are scheduled to vest evenly on April 1, 2024 and April 1, 2025, subject to certain forfeiture and accelerated vesting provisions. Vested as to 1,433 shares on each of August 27, 2020, August 27, 2021 and August 27, 2022. The remaining portion of the option is scheduled to vest as to the 1,433 shares on August 27, 2023, subject to certain forfeiture and accelerated vesting provisions. Vested as to 1,263 shares on each of April 1, 2021, April 1, 2022 and April 1, 2023. The remaining portion of the option is scheduled to vest as to the 1,263 shares on April 1, 2024, subject to certain forfeiture and accelerated vesting provisions. Vested as to 1,449 shares on April 1, 2022 and as to 1,446 shares on April 1, 2023. The remaining portion of the option is scheduled to vest as to 1,446 shares on each of April 1, 2024 and April 1, 2025, subject to certain forfeiture and accelerated vesting provisions. Vested as to 3,812 shares on April 1, 2023. The remaining portion of the option is scheduled to vest as to 3,812 shares on each of April 1, 2024, April 1, 2025 and April 1, 2026, subject to certain forfeiture and accelerated vesting provisions. Vests in four annual installments of 25% beginning April 1, 2024, subject to certain forfeiture and accelerated vesting provisions. Exhibit List: Exhibit 24--Power of Attorney /s/ Kelly M. Dilts 2023-05-01 EX-24.1 2 exhibit24-1.txt EXHIBIT 24--POWER OF ATTORNEY POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Rhonda M. Taylor, Christine L. Connolly, and Elizabeth S. Inman, each of whom may act individually, the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Dollar General 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; (2) 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 and timely file such form with the United States Securities and Exchange Commission ("SEC") and any stock exchange or similar authority; (3) complete, execute and file a Form ID or such other document or documents as may be required from time to time by the SEC to enable the filing of such Form 3, 4 or 5; and (4) 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 each of the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is 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 caused this Power of Attorney to be executed as of this 1st day of May, 2023. /s/ Kelly M. Dilts Kelly M. Dilts