UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 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): May 17, 2018
Dollar General Corporation
(Exact name of registrant as specified in its charter)
Tennessee |
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001-11421 |
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61-0502302 |
(State or other jurisdiction |
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(Commission File Number) |
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(I.R.S. Employer |
100 Mission Ridge |
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37072 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (615) 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 o
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. o
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On May 17, 2018, Paula A. Price, a member of the Board of Directors of Dollar General Corporation (the Company), informed the Company that she has decided to resign from the Board of Directors and to withdraw as a director nominee for election at the Companys Annual Meeting of Shareholders to be held on May 30, 2018 (the 2018 Annual Meeting). Ms. Prices service on the Companys Board of Directors will conclude effective as of the 2018 Annual Meeting. Ms. Price is resigning to focus on her other responsibilities. Her resignation is not the result of any disagreement with the Company.
The Board has accepted Ms. Prices resignation and withdrawal as a director nominee and reduced the size of the Board from ten to eight effective at the time of the Annual Meeting, which also reflects the previously announced retirement of David B. Rickard at the time of the Annual Meeting. Other than Ms. Price, the nominees named in the Companys Definitive Proxy Statement dated April 12, 2018 (the Proxy) will stand for election at the Annual Meeting. Notwithstanding Ms. Prices resignation and withdrawal as a director nominee, the form of proxy card included in the original distribution of the Proxy remains valid; however, any votes that are submitted with instructions to vote for all the Boards nominees will be voted only for the eight remaining nominees as named in the Proxy.
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.
Date: |
May 18, 2018 |
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DOLLAR GENERAL CORPORATION | |
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By: |
/s/ Rhonda M. Taylor | ||
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Rhonda M. Taylor | ||
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Executive Vice President and General Counsel |