Dollar Tree CMO reports RSU vesting and tax share swap

Rhea-AI Filing Summary

DOLLAR TREE, INC. Chief Merchandising Officer Brent A. Beebe reported routine equity compensation activity involving restricted stock units. On March 31, 2026, he acquired 221 shares of common stock at no cost upon settlement of three-year performance-based RSUs awarded in 2023. On the same date, 309 shares were surrendered back to the company at $109.51 per share to cover tax liabilities from the vesting, leaving him with 13,652 directly held shares. The tax-related disposition was not an open-market sale.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Beebe Brent A.

Role Chief Merchandising Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	221	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	309	$109.51	$34K

Holdings After Transaction: Common Stock — 13,652 shares (Direct)

Footnotes (2)

1. F1. On March 31, 2026, Dollar Tree issued shares of common stock upon settlement of settlement of three-year performance-based RSUs awarded on March 31, 2023 pursuant to the 2021 Omnibus Incentive Plan
2. F2. Shares deemed surrendered in payment of tax liability resulting from vesting of restricted stock units.

Key Figures

RSU shares settled: 221 shares Shares surrendered for taxes: 309 shares Tax surrender price: $109.51 per share +2 more

5 metrics

RSU shares settled 221 shares Common stock issued from performance-based RSUs on March 31, 2026

Shares surrendered for taxes 309 shares Deemed surrendered to cover tax liability on RSU vesting

Tax surrender price $109.51 per share Value used for 309 shares surrendered on March 31, 2026

Shares held after transactions 13,652 shares Direct DLTR common stock holdings after March 31, 2026 entries

Net share change that day -88 shares 221 shares acquired, 309 surrendered for taxes on March 31, 2026

Key Terms

performance-based RSUs, restricted stock units, 2021 Omnibus Incentive Plan, tax liability

4 terms

performance-based RSUs financial

"three-year performance-based RSUs awarded on March 31, 2023 pursuant to the 2021 Omnibus Incentive Plan"

Performance-based restricted stock units (RSUs) are promises to deliver company shares to employees only if the business meets specific goals, such as revenue, profit, stock-price targets, or strategic milestones. For investors, they matter because they change future share supply and align management incentives with company results—like a salesperson whose bonus only pays out when sales targets are hit—so they can affect earnings, dilution, and confidence in leadership.

restricted stock units financial

"resulting from vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2021 Omnibus Incentive Plan financial

"awarded on March 31, 2023 pursuant to the 2021 Omnibus Incentive Plan"

tax liability financial

"payment of tax liability resulting from vesting of restricted stock units"

FAQ

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

What insider transactions did DLTR executive Brent Beebe report on March 31, 2026?

Brent Beebe reported receiving 221 DLTR common shares at no cost from vested performance-based RSUs, and surrendering 309 shares at $109.51 per share to cover related tax liabilities. After these routine compensation entries, he directly held 13,652 shares of Dollar Tree stock.

Were Brent Beebe’s Dollar Tree (DLTR) share disposals open-market sales?

No, the 309 DLTR shares were not open-market sales. They were deemed surrendered back to Dollar Tree at $109.51 per share to pay tax liabilities from vesting restricted stock units, a common automatic mechanism rather than a discretionary sale in the open market.

How many Dollar Tree (DLTR) shares does Brent Beebe hold after these Form 4 transactions?

Following the March 31, 2026 transactions, Brent Beebe directly holds 13,652 DLTR common shares. This figure reflects both the 221 shares received from performance-based RSU settlement and the 309 shares surrendered to satisfy associated tax obligations on the vested restricted stock units.

What is the origin of the 221 DLTR shares granted to Brent Beebe?

The 221 DLTR shares were issued upon settlement of three-year performance-based restricted stock units awarded to Brent Beebe on March 31, 2023 under Dollar Tree’s 2021 Omnibus Incentive Plan. These RSUs vested based on performance conditions and converted into common stock in 2026.

What price was used for the DLTR shares surrendered for taxes by Brent Beebe?

The 309 DLTR shares surrendered to cover tax liabilities were valued at $109.51 per share. This price was used solely for the tax payment mechanism related to the vesting restricted stock units, rather than as a market sale price chosen by the executive.

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

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Accepted by SEC EDGAR 04/02/2026 - 05:07 PM EDT 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^*

Beebe Brent A.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/31/2026

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
Common Stock	03/31/2026		A		221(1)	A	$0	13,961	D
Common Stock	03/31/2026		F		309(2)	D	$109.51	13,652	D

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

Explanation of Responses:

1. On March 31, 2026, Dollar Tree issued shares of common stock upon settlement of settlement of three-year performance-based RSUs awarded on March 31, 2023 pursuant to the 2021 Omnibus Incentive Plan

2. Shares deemed surrendered in payment of tax liability resulting from vesting of restricted stock units.

	/s/ John S. Mitchell, Jr., attorney-in-fact for Mr. Beebe	04/02/2026
	** 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)