0000899243-22-038334.txt : 20221213 0000899243-22-038334.hdr.sgml : 20221213 20221213173025 ACCESSION NUMBER: 0000899243-22-038334 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221209 FILED AS OF DATE: 20221213 DATE AS OF CHANGE: 20221213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hilal Paul C CENTRAL INDEX KEY: 0001413084 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25464 FILM NUMBER: 221460561 MAIL ADDRESS: STREET 1: MANTLE RIDGE, L.P. STREET 2: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MR Cobalt Advisor LLC CENTRAL INDEX KEY: 0001893902 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25464 FILM NUMBER: 221460562 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 646-762-8540 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Mantle Ridge LP CENTRAL INDEX KEY: 0001695459 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25464 FILM NUMBER: 221460563 BUSINESS ADDRESS: STREET 1: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 646-762-8540 MAIL ADDRESS: STREET 1: 712 FIFTH AVENUE, SUITE 17F CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DOLLAR TREE, INC. CENTRAL INDEX KEY: 0000935703 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 541387365 STATE OF INCORPORATION: VA FISCAL YEAR END: 0128 BUSINESS ADDRESS: STREET 1: 500 VOLVO PARKWAY STREET 2: N/A CITY: CHESAPEAKE STATE: VA ZIP: 23320 BUSINESS PHONE: (757) 321-5000 MAIL ADDRESS: STREET 1: 500 VOLVO PARKWAY CITY: CHESAPEAKE STATE: VA ZIP: 23320 FORMER COMPANY: FORMER CONFORMED NAME: DOLLAR TREE INC DATE OF NAME CHANGE: 20080328 FORMER COMPANY: FORMER CONFORMED NAME: DOLLAR TREE STORES INC DATE OF NAME CHANGE: 19950117 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-12-09 0 0000935703 DOLLAR TREE, INC. DLTR 0001695459 Mantle Ridge LP 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 0 0 0 1 Director by deputization 0001893902 MR Cobalt Advisor LLC 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 0 0 0 1 Director by deputization 0001413084 Hilal Paul C 712 FIFTH AVENUE, SUITE 17F NEW YORK NY 10019 1 0 0 0 Call options on cash-settled forwards (right to buy) 55.80 2022-12-09 4 X 0 114749 D 2021-08-12 2023-02-13 Common Stock 114749 0 I See footnotes Cash-settled forward contracts 55.80 2022-12-09 4 X 0 114749 A 2022-12-13 2025-12-15 Common Stock 114749 114749 I See footnotes Cash-settled forward contracts 55.80 2022-12-09 4 J 0 44490 143.91 D 2022-12-13 2025-12-15 Common Stock 44490 70259 I See footnotes Call options on cash-settled forwards (right to buy) 55.94 2022-12-09 4 X 0 35171 D 2021-08-13 2023-02-13 Common Stock 35171 0 I See footnotes Cash-settled forward contracts 55.94 2022-12-09 4 X 0 35171 A 2022-12-13 2025-12-15 Common Stock 35171 35171 I See footnotes Cash-settled forward contracts 55.94 2022-12-09 4 J 0 13672 143.91 D 2022-12-13 2025-12-15 Common Stock 13672 21499 I See footnotes Call options on cash-settled forwards (right to buy) 56.06 2022-12-09 4 X 0 240105 D 2021-08-16 2023-02-16 Common Stock 240105 0 I See footnotes Cash-settled forward contracts 56.06 2022-12-09 4 X 0 240105 A 2022-12-13 2025-12-15 Common Stock 240105 240105 I See footnotes Cash-settled forward contracts 56.06 2022-12-09 4 J 0 93534 143.91 D 2022-12-13 2025-12-15 Common Stock 93534 146571 I See footnotes Call options on cash-settled forwards (right to buy) 55.29 2022-12-09 4 X 0 290000 D 2021-08-17 2023-02-17 Common Stock 290000 0 I See footnotes Cash-settled forward contracts 55.29 2022-12-09 4 X 0 290000 A 2022-12-13 2025-12-15 Common Stock 290000 290000 I See footnotes Cash-settled forward contracts 55.29 2022-12-09 4 J 0 111414 143.91 D 2022-12-13 2025-12-15 Common Stock 111414 178586 I See footnotes Call options on cash-settled forwards (right to buy) 55.88 2022-12-09 4 X 0 388000 D 2021-08-18 2023-02-21 Common Stock 388000 0 I See footnotes Cash-settled forward contracts 55.88 2022-12-09 4 X 0 388000 A 2022-12-13 2025-12-15 Common Stock 388000 388000 I See footnotes Cash-settled forward contracts 55.88 2022-12-09 4 J 0 150664 143.91 D 2022-12-13 2025-12-15 Common Stock 150664 237336 I See footnotes Call options on cash-settled forwards (right to buy) 55.61 2022-12-09 4 X 0 310000 D 2021-08-19 2023-02-21 Common Stock 310000 0 I See footnotes Cash-settled forward contracts 55.61 2022-12-09 4 X 0 310000 A 2022-12-13 2025-12-15 Common Stock 310000 310000 I See footnotes Cash-settled forward contracts 55.61 2022-12-09 4 J 0 119801 143.91 D 2022-12-13 2025-12-15 Common Stock 119801 190199 I See footnotes Call options on cash-settled forwards (right to buy) 56.09 2022-12-09 4 X 0 128986 D 2021-08-20 2023-02-21 Common Stock 128986 0 I See footnotes Cash-settled forward contracts 56.09 2022-12-09 4 X 0 128986 A 2022-12-13 2025-12-15 Common Stock 128986 128986 I See footnotes Cash-settled forward contracts 56.09 2022-12-09 4 J 0 50275 143.91 D 2022-12-13 2025-12-15 Common Stock 50275 78711 I See footnotes In addition to Mantle Ridge LP, a Delaware limited partnership ("Mantle Ridge"), this Form 4 is being filed jointly by MR Cobalt Advisor LLC, a Delaware limited liability company ("MR Cobalt"), and Paul C. Hilal, a citizen of the United States of America (collectively, the "Reporting Persons"), each of whom has the same business address as Mantle Ridge and may be deemed to have a pecuniary interest in securities reported on this Form 4 (the "Subject Securities"). All Subject Securities reported on this Form 4 are rounded up to the nearest whole share. MR Cobalt, a wholly owned subsidiary of Mantle Ridge, advises the accounts of MR Cobalt Offshore Fund AB Ltd, MR Cobalt Offshore Fund CB 01 Ltd and MR Cobalt Offshore Fund CB 02 Ltd, each a Cayman Islands exempted company (all such funds and their subsidiaries together, the "Mantle Ridge Funds"). MR Cobalt, as the investment adviser to the Mantle Ridge Funds, and Mantle Ridge, as the sole member of MR Cobalt, each may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. By virtue of Paul C. Hilal's position as ultimately controlling MR Cobalt and Mantle Ridge, Paul C. Hilal may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein. Paul C. Hilal is a member of the board of directors of the Issuer, and as a result, each of the other Reporting Persons may be directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934. In order to comply with a contractual commitment in one of the Mantle Ridge Funds, all of its CSF-Option Agreements were net settled into an equivalent net number of Cash Settled Forward Agreements. The terms of the CSF-Option Agreements and Cash Settled Forward Agreements are described in a prior Form 3 filing. These transactions were effected solely to the extent required to satisfy the pre-existing contractual commitment described above. This settlement transaction fully satisfies that commitment, and none of the other Mantle Ridge Funds have a similar commitment. MANTLE RIDGE LP, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 2022-12-13 MR COBALT ADVISOR LLC, By: Mantle Ridge LP, its sole member, By: Mantle Ridge GP LLC, its general partner, By: PCH MR Advisor Holdings LLC, its managing member, By: /s/ Paul C. Hilal, Paul C. Hilal, Sole Member 2022-12-13 /s/ Paul C. Hilal, Paul C. Hilal 2022-12-13