Dollar Tree director acquires 327.71 stock rights

The deferred balance is payable in common stock following the earlier of the director’s Board separation or the distribution date in his deferral election.

Rhea-AI Filing Summary

Dollar Tree, Inc. (DLTR) reported that director Edward J. Kelly III acquired 327.71 shares of phantom stock on October 1, 2026, at a reported price of $114.43 per share. The phantom stock represents deferred director fees under the Non-Employee Director Deferred Compensation Program; each share represents the right to receive one common share, with cash for any fractional shares. The shares are payable in common stock following the earlier of his separation from the Board or the distribution date specified in his deferral election.

Insider Trade Summary

Grant/Award: 327.71 shares

Grant/Award 1 txn

Insider KELLY EDWARD J III

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock F1, F2, F3	327.71	$114.43	$37K

Holdings After Transaction: Phantom Stock — 327.71 contracts (Direct)

Footnotes (3)

1. F1. Each share of phantom stock represents the right to receive one share of Dollar Tree common stock, and cash for any fractional shares.
2. F2. Represents deferral of director fees under the Non-Employee Director Deferred Compensation Program.
3. F3. Shares of phantom stock are payable in common stock following the earlier of the director's separation from the Board or the specified date of distribution pursuant to the director's deferral election.

Key Figures

Phantom stock acquired: 327.71 shares Reported price per share: $114.43 per share Phantom stock after transaction: 327.71 shares

3 metrics

Phantom stock acquired 327.71 shares October 1, 2026

Reported price per share $114.43 per share October 1, 2026

Phantom stock after transaction 327.71 shares Direct holdings reported after the transaction

Key Terms

phantom stock, Non-Employee Director Deferred Compensation Program, deferral election

3 terms

phantom stock financial

"Each share of phantom stock represents the right to receive one share"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Non-Employee Director Deferred Compensation Program financial

"under the Non-Employee Director Deferred Compensation Program"

deferral election financial

"pursuant to the director's deferral election"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many DLTR phantom stock shares did Edward J. Kelly III acquire?

Director Edward J. Kelly III acquired 327.71 shares of Dollar Tree phantom stock on October 1, 2026, at a reported price of $114.43 per share. The acquisition represents deferred director fees under the Non-Employee Director Deferred Compensation Program.

When does DLTR phantom stock become payable?

The phantom stock is payable in common stock following the earlier of Edward J. Kelly III’s separation from the Board or the distribution date specified in his deferral election. Each phantom share represents the right to receive one common share, with cash for any fractional shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/02/2026 - 04:57 PM Accepted by SEC EDGAR 10/02/2026 - 04:56 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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^*

KELLY EDWARD J III

(Last) (First) (Middle)

500 VOLVO PARKWAY

(Street)

CHESAPEAKE VIRGINIA 23320

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DOLLAR TREE, INC. [ DLTR ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

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

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

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

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

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
Phantom Stock	(1)	10/01/2026		A(2)		327.71		(3)	(3)	Common Stock	327.71	$114.43	327.71	D

Explanation of Responses:

1. Each share of phantom stock represents the right to receive one share of Dollar Tree common stock, and cash for any fractional shares.

2. Represents deferral of director fees under the Non-Employee Director Deferred Compensation Program.

3. Shares of phantom stock are payable in common stock following the earlier of the director's separation from the Board or the specified date of distribution pursuant to the director's deferral election.

	/s/ Olga Khvatskaya, attorney-in-fact for Mr. Kelly, III	10/02/2026
	** 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 4 (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.
* Form 4: SEC 1474 (03-26)