[Form 3] DOLLAR GENERAL CORP Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Dollar General (DG) executive Bryan D. Wheeler, EVP & Chief Merchandising Officer, reported his beneficial ownership in company equity as of 11/16/2025. He beneficially owns 21,475 shares of common stock, which include multiple blocks of restricted stock units scheduled to vest between April 1, 2026 and April 1, 2028, subject to forfeiture and accelerated vesting provisions. He also holds a series of employee stock options covering thousands of additional shares, with exercise prices ranging from $90.37 to $214.25 per share and expiration dates stretching from 12/05/2027 to 03/27/2034, many of which have already partially vested under multi‑year vesting schedules.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Wheeler Bryan D

(Last) (First) (Middle)

100 MISSION RIDGE

(Street)

GOODLETTSVILLE TN 37072

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/16/2025

3. Issuer Name and Ticker or Trading Symbol
DOLLAR GENERAL CORP [ DG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Merchandising Ofc

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,475(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	(2)	12/05/2027	Common Stock	3,193	$90.37	D
Employee Stock Option (Right to Buy)	(3)	03/21/2028	Common Stock	6,583	$92.98	D
Employee Stock Option (Right to Buy)	(4)	03/20/2029	Common Stock	5,377	$117.13	D
Employee Stock Option (Right to Buy)	(5)	03/17/2030	Common Stock	5,349	$154.53	D
Employee Stock Option (Right to Buy)	(6)	03/16/2031	Common Stock	4,630	$193.55	D
Employee Stock Option (Right to Buy)	(7)	03/15/2032	Common Stock	5,278	$214.25	D
Employee Stock Option (Right to Buy)	(8)	03/28/2033	Common Stock	4,809	$208.13	D
Employee Stock Option (Right to Buy)	(9)	03/27/2034	Common Stock	11,708	$154.21	D

Explanation of Responses:

1. Includes 221 restricted stock units representing the right to receive shares of common stock upon vesting ("RSUs") that are scheduled to vest on April 1, 2026, subject to certain forfeiture and accelerated vesting provisions; 1,072 RSUs that are scheduled to vest evenly on April 1, 2026 and April 1, 2027, subject to certain forfeiture and accelerated vesting provisions; 4,184 RSUs that are scheduled to vest on November 4, 2026, subject to certain forfeiture and accelerated vesting provisions; and 6,125 RSUs that are scheduled to vest evenly on April 1, 2026, April 1, 2027 and April 1, 2028, subject to certain forfeiture and accelerated vesting provisions.

2. Vested as to 799 shares on December 5, 2018 and as to 798 shares on each of December 5, 2019, December 5, 2020 and December 5, 2021.

3. Vested as to 1,648 shares on April 1, 2019 and as to 1,645 shares on each of April 1, 2020, April 1, 2021 and April 1, 2022.

4. Vested as to 1,345 shares on April 1, 2020 and as to 1,344 April 1, 2021, April 1, 2022 and April 1, 2023.

5. Vested as to 1,338 shares on April 1, 2021 and as to 1,337 shares on each of April 1, 2022, April 1, 2023 and April 1, 2024.

6. Vested as to 1,159 shares on April 1, 2022 and as to 1,157 shares on each of April 1, 2023, April 1, 2024 and April 1, 2025.

7. Vested as to 1,321 shares on April 1, 2023 and as to 1,319 shares on each of April 1, 2024 and April 1, 2025. The remaining portion of the option is scheduled to vest as to 1,319 shares on April 1, 2026.

8. Vested as to 1,203 shares on April 1, 2024 and as to 1,202 shares on April 1, 2025. The remaining portion of the option is scheduled to vest as to 1,202 shares on each of April 1, 2026 and April 1, 2027.

9. Vested as to 2,927 shares on April 1, 2025. The remaining portion of the option is scheduled to vest as to 2,927 shares on each of April 1, 2026, April 1, 2027 and April 1, 2028.

Remarks:

Exhibit List: Exhibit 24--Power of Attorney

	/s/ Bryan D. Wheeler	11/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Dollar General (DG) disclose in this insider ownership filing?

The filing discloses Bryan D. Wheeler’s beneficial ownership in Dollar General (DG) equity, including common stock, restricted stock units (RSUs), and multiple employee stock options with specific vesting and expiration terms.

How many Dollar General (DG) common shares does Bryan D. Wheeler beneficially own?

Bryan D. Wheeler beneficially owns 21,475 shares of Dollar General common stock, which includes several tranches of restricted stock units scheduled to vest over future years, subject to forfeiture and accelerated vesting provisions.

What executive role does the reporting person hold at Dollar General (DG)?

The reporting person, Bryan D. Wheeler, serves as Executive Vice President & Chief Merchandising Officer of Dollar General Corporation (DG), as indicated in the relationship section of the filing.

What stock options does Bryan D. Wheeler hold in Dollar General (DG)?

He holds several employee stock options to purchase Dollar General common stock, including grants for 3,193, 6,583, 5,377, 5,349, 4,630, 5,278, 4,809, and 11,708 shares, with exercise prices between $90.37 and $214.25 and expiration dates from 12/05/2027 to 03/27/2034.

How do the restricted stock units (RSUs) for Dollar General (DG) vest for this executive?

The filing notes RSUs that are scheduled to vest on April 1, 2026; evenly on April 1, 2026 and April 1, 2027; on November 4, 2026; and evenly on April 1, 2026, April 1, 2027 and April 1, 2028, all subject to forfeiture and accelerated vesting provisions.

What are the key vesting details of Bryan D. Wheeler’s Dollar General (DG) stock options?

The stock options vest in annual installments. For example, one grant vested as to 1,321 shares on April 1, 2023 and 1,319 shares on each of April 1, 2024 and April 1, 2025, with 1,319 shares scheduled to vest on April 1, 2026. Newer grants include similar annual vesting through April 1, 2028.