0001127602-15-022571.txt : 20150708 0001127602-15-022571.hdr.sgml : 20150708 20150708155252 ACCESSION NUMBER: 0001127602-15-022571 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150706 FILED AS OF DATE: 20150708 DATE AS OF CHANGE: 20150708 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: 0131 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 STORES INC DATE OF NAME CHANGE: 19950117 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LEVINE HOWARD R CENTRAL INDEX KEY: 0001222818 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25464 FILM NUMBER: 15979096 MAIL ADDRESS: STREET 1: P O BOX 1017 CITY: CHARLOTTE STATE: NC ZIP: 28201-1017 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2015-07-06 0000935703 DOLLAR TREE INC DLTR 0001222818 LEVINE HOWARD R P.O. BOX 1017 CHARLOTTE NC 28201 1 1 CEO of Family Dollar Stores Common Stock 2015-07-06 4 A 0 96350 A 96350 D Common Stock 2015-07-06 4 A 0 1191109 A 1191109 I Trust Restricted Stock Unit 2015-07-06 4 A 0 26648 0 A Common Stock 26648 26648 D Stock Option (right to buy) 51.49 2015-07-06 4 A 0 113040 A 2016-10-04 Common Stock 113040 113040 D Stock Option (right to buy) 67.95 2015-07-06 4 A 0 99435 A 2017-10-09 Common Stock 99435 99435 D Stock Option (right to buy) 68.92 2015-07-06 4 A 0 115015 A 2018-10-15 Common Stock 115015 115015 D Stock Option (right to buy) 76.97 2015-07-06 4 A 0 78095 A 2024-10-14 Common Stock 78095 78095 D On July 6, 2015, the Issuer, Dollar Tree, Inc. ("Dollar Tree") acquired the Family Dollar Stores ("Family Dollar") pursuant to the Agreement and Plan of Merger between the Issuer, Family Dollar and Dime Merger Sub, Inc. ("Merger Sub"), dated as of July 27, 2014, as amended from time to time (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Family Dollar, with Family Dollar continuing as the surviving corporation and a wholly-owned subsidiary of Dollar Tree (the "Merger"). The number reported includes (i) 89,875 shares held directly by the reporting person and (ii) 6,475 shares underlying outstanding performance share rights awards granted under Family Dollar's 2006 Incentive Plan. Pursuant to the Merger Agreement, on July 6, 2015, the reporting person received $59.60 in cash (the "Cash Consideration"), and 0.2484 shares of Dollar Tree common stock (the "Stock Consideration" and together with the Cash Consideration, the "Merger Consideration") for each share of Family Dollar common stock held directly by the reporting person and each share of Family Dollar common stock underlying performance share rights awards (after net share settlement for tax withholding purposes) was converted into a right to receive the Merger Consideration. Pursuant to the Merger Agreement, on July 6, 2015, the outstanding restricted stock unit award granted on October 14, 2014 under Family Dollar equity award policy, was coverted into a restricted stock unit award in respect of a number of shares of Dollar Tree common stock determined by multiplying the number of shares of Family Dollar stock by the Award Exchange Ratio of 1.0000. Restricted Stock Unit granted on October 14, 2014 and will fully vest on the third anniversary of grant date. Pursuant to the Merger Agreement dated July 6, 2015, each option to purchase shares of Family Dollar common stock that was outstanding immediately prior to the Effective Time was converted into an option to purchase a number of shares of Dollar Tree common stock determined by multiplying the number of shares of Family Dollar common stock subject to such option by the Award Exchange Ratio of 1.000, at an exercise price per share determined by dividing the orginal per share exercise price of the option by the Award Exchange Ratio of 1.000. Each option becomes exercisable with respect to 40% of the underlying shares on the second anniversary of grant and with respect to an additional 30% on each of the third and fourth anniversaries of grant. Option granted on October 4, 2011. Option granted on October 9, 2012. Option granted on October 15, 2013. Option granted on October 14, 2014. /s/ Shawnta Totten-Medley, attorney-in-fact for Mr. Howard R. Levine 2015-07-08