Merger grants lift Dillard's (NYSE: DDS) insider Class A and B stakes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
DILLARD'S, INC. senior vice president and director William T. Dillard III reported equity acquisitions tied to the merger of W.D. Company, Inc. into Dillard's on June 4, 2026. The filing shows grants and merger-related awards of Class A and Class B shares, not open-market trading.
He received 734 shares of Class A Common Stock directly and holds 29,699 Class A shares directly after these grants, plus additional Class A shares in a retirement plan. Related entities, including trusts for his family and his spouse, hold Class A positions such as 13,755 and 189,465 shares after the merger consideration.
He and related holders also received Class B Common Stock, including 70,445 Class B shares held directly and 9,618 and 38,472 Class B shares held indirectly. Each Class B share is convertible into one Class A share with no expiration, so these derivative positions represent additional potential Class A ownership.
Positive
- None.
Negative
- None.
Insider Trade Summary
7 transactions reported
Mixed
7 txns
Insider
Dillard William T. III
Role
SENIOR VICE PRESIDENT
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Class B | 70,445 | $0.00 | -- |
| Grant/Award | Common Class B | 38,472 | $0.00 | -- |
| Grant/Award | Common Class B | 9,618 | $0.00 | -- |
| Grant/Award | Common Class A | 734 | $0.00 | -- |
| Grant/Award | Common Class A | 400 | $0.00 | -- |
| Grant/Award | Common Class A | 100 | $0.00 | -- |
| holding | Common Class A - Retirement Plan | -- | -- | -- |
Holdings After Transaction:
Common Class B — 70,445 shares (Direct, null);
Common Class B — 38,472 shares (Indirect, See Footnote);
Common Class A — 29,699 shares (Direct, null);
Common Class A — 189,465 shares (Indirect, See Footnote);
Common Class A - Retirement Plan — 15,808 shares (Direct, null)
Footnotes (1)
- On June 4, 2026, pursuant to the Agreement and Plan of Merger, dated as of March 20, 2026 (as amended, the "Merger Agreement"), by and among Dillard's, Inc. (the "Issuer"), W.D. Company, Inc., an Arkansas corporation ("WDC"), and Alex Dillard, solely in his capacity as the shareholder representative, WDC was merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger. The amount reported represents shares of Issuer Class A Common Stock acquired by the reporting person upon consummation of the Merger, in his capacity as a shareholder of WDC. Each share of WDC common stock issued and outstanding immediately prior to the effective time of the Merger was automatically cancelled, and in exchange therefor, each WDC shareholder received such WDC shareholder's pro rata share of (a) up 41,496 shares of Issuer Class A Common Stock and up to 3,985,776 shares of Issuer Class B Common Stock and (b) the amount in cash equal to the sum of (i) WDC's cash and cash equivalents as of the closing date of the Merger, plus (ii) the value of other publicly traded securities owned by WDC (determined as described in the Merger Agreement). The amount reported represents shares of Issuer Class A Common Stock acquired by trusts upon consummation of the Merger, in their respective capacities as shareholders of WDC. The amount reported represents shares held in trust for the benefit of the reporting person and his family, for which the reporting person serves as trustee. The amount reported represents shares of Issuer Class A Common Stock acquired by the reporting person's spouse upon consummation of the Merger, in her capacity as a shareholder of WDC. The amount reported represents shares held by the reporting person's spouse. Shares of Issuer Class B Common Stock are convertible at the option of any holder thereof into shares of Issuer Class A Common Stock on a one-for-one basis. Issuer Class B Common Stock has no expiration date. The amount reported represents shares of Issuer Class B Common Stock acquired by the reporting person upon consummation of the Merger, in his capacity as a shareholder of WDC. The amount reported represents shares of Issuer Class B Common Stock acquired by trusts upon consummation of the Merger, in their respective capacities as shareholders of WDC. The amount reported represents shares of Issuer Class B Common Stock acquired by the reporting person's spouse upon consummation of the Merger, in her capacity as a shareholder of WDC.
Key Figures
Direct Class A shares after grant: 29,699 shares
Retirement plan Class A holdings: 15,808 shares
Indirect Class A trust/spouse block 1: 13,755 shares
+5 more
8 metrics
Direct Class A shares after grant
29,699 shares
Direct Class A holdings following June 4, 2026 grants
Retirement plan Class A holdings
15,808 shares
Class A shares in retirement plan after June 4, 2026
Indirect Class A trust/spouse block 1
13,755 shares
Indirect Class A holdings associated with trusts/spouse
Indirect Class A trust/spouse block 2
189,465 shares
Indirect Class A holdings associated with trusts/spouse
Direct Class B holdings
70,445 shares
Direct Class B Common Stock after June 4, 2026 grant
Indirect Class B holdings block 1
9,618 shares
Indirect Class B Common Stock held via related entities
Indirect Class B holdings block 2
38,472 shares
Indirect Class B Common Stock held via related entities
Transaction price per share
$0.0000/share
Price on June 4, 2026 grant/acquisition entries
Key Terms
Agreement and Plan of Merger, Class A Common Stock, Class B Common Stock, convertible, +1 more
5 terms
Agreement and Plan of Merger regulatory
"On June 4, 2026, pursuant to the Agreement and Plan of Merger, dated as of March 20, 2026..."
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Class A Common Stock financial
"The amount reported represents shares of Issuer Class A Common Stock acquired..."
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Class B Common Stock financial
"Shares of Issuer Class B Common Stock are convertible at the option of any holder..."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
convertible financial
"Class B Common Stock are convertible at the option of any holder thereof into shares of Issuer Class A..."
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
trusts financial
"The amount reported represents shares held in trust for the benefit of the reporting person and his family..."
A trust is a legal arrangement where one party (the trustee) holds and manages assets—like cash, stocks, property, or a pool of investments—on behalf of others (the beneficiaries). For investors it matters because trusts can package assets into a single, managed vehicle that may offer professional oversight, specific tax or estate benefits, and tradeable shares or units that change how you access, control, and receive income from those assets; think of it as a secure box managed for your financial benefit.
FAQ
What insider transactions did Dillard's (DDS) report for William T. Dillard III?
The filing reports grant and merger-related acquisitions of Dillard's Class A and Class B shares on June 4, 2026. These include new direct holdings and additional indirect positions through trusts and his spouse, with no open-market purchases or sales disclosed.
What indirect Dillard's (DDS) Class A holdings are associated with William T. Dillard III?
Indirect Class A holdings include 13,755 shares and 189,465 shares reported as held by trusts and his spouse. Footnotes state these amounts were acquired upon the W.D. Company merger, in their capacities as WDC shareholders.
What Dillard's (DDS) Class B Common Stock positions are disclosed in this Form 4?
The filing shows 70,445 Class B shares held directly and 9,618 and 38,472 Class B shares held indirectly. Footnotes explain these Class B shares were received at merger closing by the reporting person, trusts, and his spouse.