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Dollar General Corp. – ‘8-K’ for 10/26/22

On:  Monday, 10/31/22, at 5:15pm ET   ·   For:  10/26/22   ·   Accession #:  1157523-22-1445   ·   File #:  1-11421

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

10/31/22  Dollar General Corp.              8-K:5,9    10/26/22   11:163K                                   Business Wire/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Dollar General Corporation 8-K                      HTML     30K 
 2: EX-99       Miscellaneous Exhibit                               HTML      8K 
 6: R1          Document and Entity Information                     HTML     45K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
 7: XML         XBRL Instance -- a52956176_htm                       XML     15K 
 8: EXCEL       IDEA Workbook of Financial Reports                  XLSX      8K 
 4: EX-101.LAB  XBRL Labels -- dg-20221026_lab                       XML     63K 
 5: EX-101.PRE  XBRL Presentations -- dg-20221026_pre                XML     46K 
 3: EX-101.SCH  XBRL Schema -- dg-20221026                           XSD     14K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               13±    20K 
11: ZIP         XBRL Zipped Folder -- 0001157523-22-001445-xbrl      Zip     17K 


‘8-K’   —   Dollar General Corporation 8-K


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 iX:   C: 
 i false i 000002953400000295342022-10-262022-10-26
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM  i 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):   i October 26, 2022

 i DOLLAR GENERAL CORPORATION
(Exact name of registrant as specified in its charter)

 i Tennessee
 i 001-11421
 i 61-0502302
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

 i 100 MISSION RIDGE
 i GOODLETTSVILLE,  i TN
 
 i 37072
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code:  ( i 615)  i 855-4000

 
(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:

 i  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 i  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 i  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 i  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
 i Common Stock, par value $0.875 per share
 i DG
 i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company    i 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐



ITEM 5.02
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On October 26, 2022, the Board of Directors (the “Board”) of Dollar General Corporation (the “Company”) approved an increase of the Board size from nine to ten members and appointed Mr. Jeffery C. Owen to serve as a director of the Company until the 2023 annual meeting of shareholders and until his successor is duly elected and qualified, in each case effective as of November 1, 2022.

The employment agreement by and between the Company and Mr. Owen, effective November 1, 2022, commits to annually nominating Mr. Owen to serve on the Board during his term as Chief Executive Officer of the Company. As an executive of the Company, Mr. Owen will not receive separate compensation for his Board service. Neither Mr. Owen nor any related person of Mr. Owen has a direct or indirect material interest in any existing or currently proposed transaction to which the Company is or may become a party that would require disclosure under Item 404(a) of Regulation S-K promulgated under the Securities Exchange Act of 1934, as amended.

A copy of the Company’s news release announcing the appointment of Mr. Owen is attached hereto as Exhibit 99.


ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS.
   
(a)
Financial statements of businesses acquired.  N/A
(b)
Pro forma financial information.  N/A
(c)
Shell company transactions.  N/A
(d)
Exhibits.  See Exhibit Index to this report.






Exhibit No.
Description
   
   
104
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL




1


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.


     
DOLLAR GENERAL CORPORATION
       
       
       
Date
 
By:
     
     
Executive Vice President and General Counsel





2

Dates Referenced Herein

This ‘8-K’ Filing    Date    Other Filings
11/1/22None on these Dates
Filed on:10/31/22
For Period end:10/26/22
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Filing Submission 0001157523-22-001445   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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