SEC Form 4 · accession 0000029534-15-000023
DOLLAR GENERAL CORP · DG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard W Dreiling
Officer — Chairman & CEO · Director
Period of report
Mar 19, 2015
Accepted (ET)
Mar 23, 2015 · 5:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000029534
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 19, 2015 | M | 11,653 | $7.9975 | A | 285,442 | D | |
| Common Stock | Mar 19, 2015 | F | 5,611 | $74.91 | D | 279,831 | D | |
| Common Stock | Mar 19, 2015 | M | 100,000 | $29.38 | A | 379,831 | D | |
| Common Stock | Mar 19, 2015 | F | 64,718 | $74.91 | D | 315,113 | D | |
| Common Stock | Mar 19, 2015 | M | 114,114 | $45.25 | A | 429,227 | D | |
| Common Stock | Mar 19, 2015 | M | 75,602 | $48.11 | A | 504,829 | D | |
| Common Stock | Mar 19, 2015 | M | 40,455 | $57.91 | A | 545,284 | D | |
| Common StockF1 | Mar 19, 2015 | S | 274,260 | $74.9984 | D | 271,024 | D | |
| Common Stock | Mar 20, 2015 | M | 57,056 | $45.25 | A | 328,080 | D | |
| Common StockF2 | Mar 20, 2015 | S | 193,664 | $76.015 | D | 134,416 | D | |
| Common StockF3 | Mar 20, 2015 | F | 5,493 | $75.78 | D | 128,923 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy) | $7.9975 | Mar 19, 2015 | M | 11,653 | D | Jul 6, 2012 | Jul 6, 2017 | Common Stock | 11,653 | 0 | D |
| Employee Stock Option (Right to Buy) | $29.38 | Mar 19, 2015 | M | 100,000 | D | Apr 23, 2011 | Apr 23, 2020 | Common Stock | 100,000 | 0 | D |
| Employee Stock Option (Right to Buy)F5,F4 | $45.25 | Mar 19, 2015 | M | 114,114 | D | — | Mar 20, 2022 | Common Stock | 114,114 | 114,112 | D |
| Employee Stock Option (Right to Buy)F7,F6 | $48.11 | Mar 19, 2015 | M | 75,602 | D | — | Mar 18, 2023 | Common Stock | 75,602 | 75,602 | D |
| Employee Stock Option (Right to Buy)F8 | $57.91 | Mar 19, 2015 | M | 40,455 | D | Mar 18, 2015 | Mar 18, 2024 | Common Stock | 40,455 | 121,362 | D |
| Employee Stock Option (Right to Buy)F9 | $45.25 | Mar 20, 2015 | M | 57,056 | D | Mar 20, 2015 | Mar 20, 2022 | Common Stock | 57,056 | 57,056 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $74.87 to $75.15, inclusive. The reporting person undertakes to provide to Dollar General Corporation, any security holder of Dollar General Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $75.89 to $76.16, inclusive. The reporting person undertakes to provide to Dollar General Corporation, any security holder of Dollar General Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
- F3Shares of common stock surrendered to the Issuer in payment of taxes in connection with the vesting and payment of a portion of performance share units granted on March 20, 2012.
- F4The options exercised vested as to 57,058 shares on March 20, 2013 and as to 57,056 shares on March 20, 2014.
- F5The number of securities reported in the third row of Column 9 represents unvested options that are subject to time-vesting criteria which are scheduled to vest evenly on March 20, 2015 and March 20, 2016.
- F6The options exercised vested as to 37,801 shares on March 18, 2014 and as to 37,801 shares on March 18, 2015.
- F7The number of securities reported in the fourth row of Column 9 represents unvested options that are subject to time-vesting criteria which are scheduled to vest evenly on March 18, 2016 and March 18, 2017.
- F8The number of securities reported in the fifth row of Column 9 represents unvested options that are subject to time-vesting criteria which are scheduled to vest evenly on March 18, 2016, March 18, 2017, and March 18, 2018.
- F9The number of securities reported in the sixth row of Column 9 represents unvested options that are subject to time-vesting criteria which are scheduled to vest on March 20, 2016.