[Form 4] Dillards Inc. Insider Trading Activity

Rhea-AI Filing Summary

William T. Dillard II, CEO and Chairman of Dillard's, Inc. (DDS), reported a small purchase of 17 shares of Class A common stock on 08/25/2025 at a price of $533.45 per share. After the transaction he directly beneficially owns 897,035 Class A shares. The filing also reports indirect holdings: 41,496 Class A shares held through W.D. Company, Inc. (of which he owns 27.4% and is a director/officer) and 7,300 Class A shares held as Trustee of a GST Trust. W.D. Company, Inc. also holds 3,985,776 Class B shares convertible one-for-one into Class A shares. The reporting person disclaims beneficial ownership except to the extent of his pecuniary interest. The form is signed and dated 08/27/2025.

Insights

Financial Analyst

TL;DR: Insider made a very small open-market purchase; ownership structure shows substantial indirect convertible holdings.

The reported acquisition of 17 Class A shares at $533.45 is immaterial to aggregate share count and unlikely to move market expectations. More consequential is the ownership disclosure: Mr. Dillard directly holds 897,035 Class A shares and indirectly is tied to W.D. Company, Inc., which owns 3,985,776 Class B shares convertible one-for-one to Class A. That conversion capacity and his 27.4% stake in W.D. Company underscore concentrated family-related ownership, which affects control and voting dynamics but is not changed by this minor purchase.

Corporate Governance Expert

TL;DR: Filing confirms executive/officer status and complex direct/indirect ownership; single-share transaction is procedural, not governance-changing.

The Form 4 reaffirms Mr. Dillard's roles as CEO and Chairman and discloses both direct and indirect holdings, including a trustee-held position. The large block of convertible Class B stock held by W.D. Company, Inc. signals sustained concentrated ownership and potential voting influence if conversions occur. The 17-share acquisition itself does not alter governance balance but the disclosure is useful for transparency regarding related-party holdings and potential future conversion effects.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DILLARD WILLIAM T II

(Last) (First) (Middle)

1600 CANTRELL RD

(Street)

LITTLE ROCK AR 72201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DILLARD'S, INC. [ DDS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, CHAIRMAN OF BOARD

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Class A	08/25/2025		A		17	A	$533.45	897,035	D
Common Class A								41,496(1)	I	See Footnote(1)
Common Class A								7,300(2)	I	See Footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares are held by W.D. Company, Inc. The reporting person owns 27.4% of W.D. Company, Inc. and is one of its directors and officers. W. D. Company, Inc. also holds 3,985,776 shares of Class B Common Stock, which are convertible into shares of Class A Common Stock on a one-for-one basis.

2. Trustee of GST Trust

Remarks:

The reporting person disclaims beneficial ownership of the shares reported herein as indirectly beneficially owned, except to the extent of his pecuniary interest therein.

	/s/ William T. Dillard II	08/27/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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