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.
White Nick reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director Nick White received a stock grant of 300 shares of Common Class A on May 28, 2026. The shares were granted as compensation under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan, as amended, at a reported value of $592.85 per share. After this award, White directly holds 2,600 shares of Dillard's Common Class A stock.
Hastings H. Lee III reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director Hastings H. Lee III reported a compensation-related stock grant of 300 shares of Common Class A on May 28, 2026 at $592.85 per share. The shares were granted under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan. Following this award, he directly holds 21,912 Common Class A shares.
Rutledge Reynie reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director Reynie Rutledge received a grant of 300 shares of Class A common stock on May 28, 2026 at a value of $592.85 per share. The award was made under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan. After this compensation-related grant, Rutledge directly holds 23,430 shares.
Holmes Rob C reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director Rob C. Holmes received a grant of 300 shares of Common Class A stock on May 28, 2026 at a reported price of $592.85 per share. The award was made under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan. Following this grant, Holmes directly owns 3,600 shares.
Connor William E II reported acquisition or exercise transactions in this Form 4 filing.
DILLARD'S, INC. director William E. Connor II received a stock grant of 300 shares of Class A common stock on May 28, 2026 at a value of $592.85 per share. The award was issued under the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan. After this grant, he directly holds 3,100 shares of Class A common stock. This is a compensation-related grant, not an open-market purchase.
Dillard’s, Inc. reported the results of its annual stockholder meeting held in Little Rock, Arkansas. Stockholders approved the Agreement and Plan of Merger among the company, W.D. Company, Inc. and Alex Dillard as shareholder representative, along with the merger and related transactions.
They also approved, for New York Stock Exchange compliance purposes, the issuance of up to 41,496 shares of Class A common stock and up to 3,985,776 shares of Class B common stock in connection with the merger. All Class A and Class B director nominees were elected, KPMG LLP was ratified as independent registered public accounting firm for 2026, and stockholders gave advisory approval to the compensation of named executive officers.