FMR LLC filed an amendment reporting beneficial ownership of 19,456,594.65 shares (9.9%) of Dollar Tree Inc. The filing (Schedule 13G/A, Amendment No. 2) lists sole voting power of 19,184,754.05 shares and sole dispositive power of 19,456,594.65 shares as of 03/31/2026. The cover identifies Dollar Tree Inc. common stock (CUSIP 256746108) and notes related Exhibit 99 and a power of attorney referenced in the signature block.
Positive
None.
Negative
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Insights
FMR reports a substantial passive stake in Dollar Tree, near 10% ownership.
FMR LLC's Schedule 13G/A lists 19,456,594.65 shares beneficially owned, representing 9.9% of the class as of 03/31/2026. The filing shows sole voting and dispositive power figures, indicating direct control over voting and disposition for most shares.
Key dependencies include any disclosures in Exhibit 99 and the referenced power of attorney; subsequent amendments could alter the stake. Future filings will show whether this remains a passive Investor filing or changes in status occur.
The amendment corrects or updates previously reported 13G holdings and attaches supporting exhibits.
The document is an Amendment No. 2 to a Schedule 13G/A and references Exhibit 99 for a 13d-1(k)(1) agreement and a power of attorney incorporated by reference. These attached exhibits explain reporting mechanics and any subsidiary classification.
Watch for any later amendments or a Schedule 13D if the filing status changes from passive to active, which would be disclosed in subsequent SEC schedules.
Key Figures
Beneficial ownership:19,456,594.65 sharesPercent of class:9.9%Sole voting power:19,184,754.05 shares+2 more
5 metrics
Beneficial ownership19,456,594.65 sharesreported as beneficially owned (Schedule 13G/A)
Percent of class9.9%percent of common stock reported
Sole voting power19,184,754.05 sharessole power to vote listed on cover page
Sole dispositive power19,456,594.65 sharessole power to dispose listed on cover page
Record date / as of03/31/2026date associated with the cover page
Key Terms
Schedule 13G/A, beneficially owned, sole dispositive power, 13d-1(k)(1) agreement
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
beneficially ownedfinancial
"Amount beneficially owned: 19456594.65"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
sole dispositive powerregulatory
"Sole Dispositive Power 19,456,594.65"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
13d-1(k)(1) agreementregulatory
"Please see Exhibit 99 for 13d-1(k)(1) agreement"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
DOLLAR TREE INC
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
256746108
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
256746108
1
Names of Reporting Persons
FMR LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
19,184,754.05
6
Shared Voting Power
0.00
7
Sole Dispositive Power
19,456,594.65
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,456,594.65
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
256746108
1
Names of Reporting Persons
Abigail P. Johnson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
19,456,594.65
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
19,456,594.65
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
9.9 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
DOLLAR TREE INC
(b)
Address of issuer's principal executive offices:
500 Volvo Parkway,Chesapeake,VA,US,23320
Item 2.
(a)
Name of person filing:
FMR LLC
(b)
Address or principal business office or, if none, residence:
245 Summer Street, Boston, Massachusetts 02210
(c)
Citizenship:
Not applicable
(d)
Title of class of securities:
COMMON STOCK
(e)
CUSIP No.:
256746108
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
19456594.65
(b)
Percent of class:
9.9 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Please see the responses to Items 5 and 6 on the cover page.
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
19456594.65
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
One or more other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the COMMON STOCK of DOLLAR TREE INC. No one other person's interest in the COMMON STOCK of DOLLAR TREE INC is more than five percent of the total outstanding COMMON STOCK.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See attached Exhibit 99.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
FMR LLC
Signature:
Richard Bourgelas
Name/Title:
Duly authorized under Power of Attorney effective as of April 13, 2026, by and on behalf of FMR LLC and its direct and indirect subsidiaries*
Date:
05/05/2026
Abigail P. Johnson
Signature:
Richard Bourgelas
Name/Title:
Duly authorized under Power of Attorney effective as of April 13, 2026, by and on behalf of Abigail P. Johnson*
Date:
05/05/2026
Comments accompanying signature: *This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on April 29,2026, accession number: 0000315066-26-000738.
What stake does FMR LLC report in Dollar Tree (DLTR)?
FMR LLC reports beneficial ownership of 19,456,594.65 shares, representing 9.9% of Dollar Tree's common stock as of 03/31/2026. The filing lists sole voting power of 19,184,754.05 shares and sole dispositive power of 19,456,594.65 shares.
What form did FMR LLC file for its Dollar Tree holdings?
FMR LLC filed a Schedule 13G/A (Amendment No. 2) reporting beneficial ownership in Dollar Tree common stock (CUSIP 256746108). The amendment references Exhibit 99 and an incorporated power of attorney in the signature block.
Does the filing indicate who receives dividends or sale proceeds?
The filing states one or more other persons may have rights to dividends or sale proceeds but that no single other person holds more than 5%. A full shareholder list is not required for registered investment companies.
What voting and disposition powers does FMR report?
FMR reports sole voting power of 19,184,754.05 shares and sole dispositive power of 19,456,594.65 shares with 0.00 shared voting or dispositive power listed in the cover responses.
Are there exhibits or authorizations attached to the amendment?
Yes; the amendment references Exhibit 99 for a 13d-1(k)(1) agreement and cites a power of attorney effective April 13, 2026, incorporated by reference to an Exhibit 24 filing noted in the signature comments.
