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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section
13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 12, 2025
| DOLLAR GENERAL CORPORATION |
| (Exact name of registrant as specified in its charter) |
| Tennessee |
|
001-11421 |
|
61-0502302 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I.R.S. Employer
Identification No.) |
|
100 MISSION RIDGE
GOODLETTSVILLE, TN |
|
37072 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s 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:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Name of each exchange on
which registered |
| Common Stock, par value $0.875 per share |
DG |
New York Stock Exchange |
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 ¨
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. ¨
| ITEM 5.02 | DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS. |
As previously
disclosed in a Current Report on Form 8-K dated November 12, 2025, filed with the United States Securities and Exchange Commission on
November 13, 2025 (the “Original 8-K”), Dollar General Corporation (the “Company”) eliminated the position of
Executive Vice President, Strategy and Development, held by Steven R. Deckard. This Current Report on Form 8-K/A amends the Original 8-K
to provide certain compensatory information in connection with such decision that was not determined at the time of the Original 8-K.
On November
14, 2025, the Company and Mr. Deckard entered into an amendment to Mr. Deckard’s employment agreement, effective November 12, 2025
(the “Amendment to Deckard Employment Agreement”), to provide that, contingent upon the execution and effectiveness of the
form of release attached to his employment agreement, Mr. Deckard shall receive payment in an amount equal to Two Million Dollars ($2,000,000),
less applicable withholdings, in addition to the severance payments provided under Section 12 of his employment agreement, in exchange
for extending the “Restricted Period” pertaining to the business protection provisions under his employment agreement from
two years to 30 months following his termination date. The foregoing description of the Amendment to Deckard Employment Agreement is a
summary only, does not purport to be complete, and is qualified in its entirety by reference to the text of such document, which is attached
hereto as Exhibit 10.1 and incorporated by reference herein.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
| |
(a) |
Financial statements of businesses acquired. N/A |
| |
(b) |
Pro forma financial information. N/A |
| |
(c) |
Shell company transactions. N/A |
| |
(d) |
Exhibits. See Exhibit Index to this report. |
EXHIBIT INDEX
| Exhibit No. |
Description |
| |
|
| 10.1 |
Amendment to Employment Agreement, by and between Dollar General Corporation and Steven R. Deckard, effective November 12, 2025 |
| |
|
| 104 |
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
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: November 17, 2025 |
DOLLAR GENERAL CORPORATION |
| |
|
|
| |
|
|
| |
By: |
/s/ Rhonda M. Taylor |
| |
|
Rhonda M. Taylor |
| |
|
Executive Vice President and General Counsel |