DOLLAR TREE, INC. (NASDAQ:DLTR) Files An 8-K Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendments to Articles of Incorporation or Bylaws;
Change in Fiscal Year.
of Dollar Tree, Inc. (the “Company”) amended Article III, Section
3 of its bylaws to include a proxy access bylaw. Under the proxy
access bylaw, a shareholder, or a group of up to 20 shareholders,
owning at least three percent of the Company’s outstanding common
stock continuously for at least three years, will be able to
nominate and include in the Company’s proxy materials director
nominees which shall not exceed the greater of two directors or 20
percent of the Board (rounded down), provided that the shareholders
and nominees have complied with the requirements set forth in the
Company’s bylaws and applicable law.
as amended and restated by the Board, is qualified in its entirety
by reference to the full text of such amended and restated bylaws,
a copy of which is filed as Exhibit 3.1 to this Form 8-K and
incorporated herein by reference.
2017. The following items were voted on by shareholders and listed
below are the final voting results:
|
1.
|
The shareholders elected the following individuals to the
Board of Directors: |
|
Director Nominee
|
Votes For
|
Votes Against
|
Abstain
|
Broker Non-Votes
|
||||
|
Arnold S. Barron
|
198,519,633
|
674,833
|
93,342
|
12,490,893
|
||||
|
Gregory M. Bridgeford
|
198,611,597
|
577,850
|
98,361
|
12,490,893
|
||||
|
Macon F. Brock, Jr.
|
197,407,910
|
1,750,173
|
129,725
|
12,490,893
|
||||
|
Mary Anne Citrino
|
196,006,905
|
3,189,010
|
91,893
|
12,490,893
|
||||
|
H. Ray Compton
|
190,505,692
|
8,688,480
|
93,636
|
12,490,893
|
||||
|
Conrad M. Hall
|
198,547,290
|
647,544
|
92,974
|
12,490,893
|
||||
|
Lemuel E. Lewis
|
197,687,628
|
1,506,626
|
93,554
|
12,490,893
|
||||
|
Bob Sasser
|
197,747,185
|
1,449,459
|
91,164
|
12,490,893
|
||||
|
Thomas A. Saunders III
|
188,707,887
|
10,487,151
|
92,770
|
12,490,893
|
||||
|
Thomas E. Whiddon
|
196,449,099
|
2,741,831
|
96,878
|
12,490,893
|
||||
|
Carl P. Zeithaml
|
197,524,710
|
1,666,541
|
96,557
|
12,490,893
|
|
2.
|
The shareholders approved, on an advisory basis, the
compensation of the named executive officers disclosed to the compensation disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis, the compensation tables and related narrative discussion set forth in the Proxy Statement filed on May 5, 2017. |
|
Votes For
|
191,493,093
|
|
|
Votes Against
|
6,849,289
|
|
|
Abstain
|
945,113
|
|
|
Broker Non-Votes
|
12,491,206
|
|
3.
|
The shareholders approved, on an advisory basis, a one-year
frequency of future advisory votes on our Executive Compensation program. The Board has accepted the recommendation of the shareholders and will hold future advisory votes annually. |
|
One year
|
182,205,829
|
|
|
Two years
|
128,799
|
|
|
Three years
|
16,814,499
|
|
|
Abstain
|
138,368
|
|
|
Broker Non-Votes
|
12,491,206
|
|
4.
|
The shareholders ratified the appointment, by the Audit
Committee, of KPMG LLP as Dollar Tree, Inc.s Independent Registered Public Accounting firm for 2017. |
|
Votes For
|
209,292,543
|
|
|
Votes Against
|
2,378,608
|
|
|
Abstain
|
107,550
|
effective June 16, 2017)
About DOLLAR TREE, INC. (NASDAQ:DLTR)
Dollar Tree, Inc. is an operator of discount variety stores. The Company operates approximately 13,851 discount variety retail stores. The Company’s segments include Dollar Tree and Family Dollar. The Dollar Tree segment operates discount variety stores offering merchandise at a fixed price. The Family Dollar segment operates a chain of general merchandise retail discount stores providing consumers with a selection of merchandise in neighborhood stores. Its stores operate under the names of Dollar Tree, Family Dollar, Dollar Tree Canada, Deals and Dollar Tree Deals. The Dollar Tree segment includes its operations under the Dollar Tree, Dollar Tree Canada, Deals and Dollar Tree Deals brands, over 10 distribution centers in the United States and over two in Canada, and a Store Support Center in Chesapeake, Virginia. The Family Dollar segment consists of its operations under the Family Dollar brand, over 11 distribution centers and a Store Support Center in Matthews, North Carolina.