DILLARD'S, INC. president Alex Dillard reported changes in his holdings tied to the merger of W.D. Company, Inc. into the issuer on June 4, 2026. W.D. Company, Inc. was merged into Dillard's, with Dillard's surviving the transaction under an Agreement and Plan of Merger dated March 20, 2026.
In connection with consummation of the merger, W.D. Company, Inc. disposed of 41,496 shares of Dillard's Class A common stock and 3,985,776 shares of Class B common stock back to the issuer. As a W.D. Company, Inc. shareholder who previously owned approximately 27.9% of its outstanding voting stock, Alex Dillard received 10,097 shares of Dillard's Class A common stock and 969,864 shares of Class B common stock as part of the merger consideration.
Following these transactions, Alex Dillard directly holds 1,029,162 shares of Dillard's Class A common stock and 969,864 shares of Class B common stock, with additional indirect Class A holdings through a trust and his spouse and 60 shares in a retirement plan. Each Class B share is convertible into one Class A share and has no expiration date.
Dillard's, Inc. (DDS) received a joint Schedule 13D from William T. Dillard II, Alex Dillard, and Mike Dillard, updating their beneficial ownership and control structure. William reports beneficial ownership of 4,593,431 Class A shares, or 30.0% of the class. Alex reports 4,875,898 shares, or 31.8%, while Mike reports 4,233,045 shares, or 27.7%, including shares issuable upon conversion of Class B stock. These percentages are based on 11,630,838 Class A shares outstanding as of February 28, 2026, plus convertible Class B shares.
The filing describes a merger in which W.D. Company, Inc., a Dillard family holding company owning 41,496 Class A and 3,985,776 Class B shares, was merged into the issuer. At closing, WDC shareholders received an aggregate of 41,494 Class A and 3,985,758 Class B shares plus $85,652.51 in cash, and the shares previously held by WDC became treasury stock and were cancelled. The company states this slightly reduced former WDC shareholders’ relative interest and resulted in no dilution to existing shareholders.
The Reporting Persons and certain family shareholders also entered into a Voting and Exchange Agreement covering 3,678,252 Class B shares. This agreement centralizes voting through three authorized representatives (initially the Reporting Persons), restricts transfers largely to Dillard family members, and is intended to maintain the issuer’s status as a “controlled company” under NYSE rules while keeping Class B ownership within the Dillard family.
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.
DILLARD'S, INC. director and CEO William T. Dillard II reported merger-related changes in his holdings following the combination of W.D. Company, Inc. (WDC) into the issuer. WDC was merged with and into Dillard's, with Dillard's surviving the transaction.
WDC shareholders received their pro rata share of up to 41,496 shares of Dillard's Class A common stock and up to 3,985,776 shares of Class B common stock, plus certain cash and securities consideration under the merger agreement. Dillard, who owned about 27.4% of WDC’s voting stock and was one of its directors and officers, acquired 9,997 shares of Dillard's Class A common stock directly and 960,246 shares of Class B common stock as consideration in his capacity as a WDC shareholder.
Separately, 41,496 Class A shares and 3,985,776 Class B shares were disposed of by WDC upon consummation of the merger. After these changes, Dillard is shown with 907,819 Class A shares held directly, 7,300 Class A shares held through a trust where he serves as trustee, 60 Class A shares in a retirement plan, and 960,246 Class B shares directly, which are convertible into Class A on a one-for-one basis with no expiration date.
Dillard's, Inc. (Class A Common Stock) received an amended Schedule 13G/A filing by W.D. Company, Inc. that updates ownership disclosures for the Class A common stock with CUSIP 254067101 and lists the filer and issuer addresses in Little Rock, Arkansas. The amendment is signed by Phillip R. Watts on 06/05/2026.
The filing characterizes the holder as owning "5 percent or less of a class," and defers specific share and voting counts to the referenced cover pages ("See Item 9" and "See Item 11").
W.D. Company, Inc., a former 10% owner of DILLARD'S, INC., reported that all of its Dillard's shares were surrendered to the issuer in connection with a merger completed on June 4, 2026. W.D. Company was merged into Dillard's under a previously signed Agreement and Plan of Merger, with Dillard's surviving.
The filing reports the disposition of 41,496 shares of Dillard's Class A Common Stock and 3,985,776 shares of Class B Common Stock, leaving W.D. Company with no remaining Dillard's holdings. Each W.D. Company shareholder received a pro rata mix of up to those Class A and Class B shares plus cash tied to W.D. Company's cash, cash equivalents, and other publicly traded securities. The footnotes also state that Dillard's Class B Common Stock is convertible into Class A on a one-for-one basis with no expiration.
Dillard’s, Inc. completed its merger with W.D. Company, Inc., a family holding company that owned Dillard’s shares, simplifying the company’s ownership structure. WDC previously held 41,496 shares of Class A and 3,985,776 shares of Class B common stock.
At closing, WDC shareholders received an aggregate of 41,494 Class A shares, 3,985,758 Class B shares and $85,652.51 in cash, allocated pro rata based on their WDC holdings. The Dillard’s shares held by WDC became treasury stock and were then cancelled and returned to authorized but unissued status, leaving existing Dillard’s shareholders with no dilution. The stock issued in the merger was exempt from registration under Section 4(a)(2) and Rule 506 of Regulation D.
FREEMAN JAMES I reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director James I. Freeman received a grant of 300 shares of Common Class A stock as a compensation-related award. The shares were granted under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan, as amended. Following this award, he directly holds 74,611 shares.
WATTS J C JR reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director J C Watts Jr reported receiving a grant of common Class A shares as compensation. He was awarded 300 shares on May 28, 2026 at a reportable value of $592.85 per share under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan.
After this restricted stock award, Watts directly holds 10,550 common Class A shares. This was a compensation-related share grant, not an open-market purchase or sale.
CONNOR ROBERT C reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director Robert C. Connor reported a stock award of Common Class A shares. He received 300 shares as a grant under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan at a reference price of $592.85 per share, bringing his direct holdings to 78,700 shares. The filing also reports 9 shares held indirectly and owned by his spouse, which remain a small separate position.