Wheeler Bryan D 4

What Happened

• Bryan D. Wheeler, EVP & Chief Merchandising Officer of Dollar General (DG), was awarded 2,042 shares (reported as acquired at $0.00) on March 10, 2026. The Form 4 shows an award/grant (code A) of 2,042 performance share units (PSUs); the reported dollar amount is $0 because this is a compensation award, not a cash purchase or open‑market trade.

Key Details

• Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (appears timely).
• Reported price: $0.00 per share (award/grant); total reported value $0 on the Form 4.
• Shares owned after transaction: not provided in the excerpt.
• Footnote (F1): These are PSUs from a March 25, 2025 grant that were certified on March 10, 2026 based on Dollar General’s fiscal 2025 adjusted EBITDA performance.
  • 682 PSUs will vest and be settled in unrestricted common shares on April 1, 2026.
  • The remaining 1,360 PSUs are subject to time‑vesting: 680 on April 1, 2027 and 680 on April 1, 2028, with standard forfeiture and accelerated vesting provisions.
• Transaction code: A = Award/Grant (not a purchase or sale).

Context

• PSUs are performance‑based equity awards that convert to shares if performance and/or time conditions are met; they are not an open‑market purchase and do not necessarily signal a discretionary insider buy or sell.
• The immediate effect: 682 shares will be delivered as unrestricted stock on April 1, 2026 (if the settlement proceeds as described), increasing Wheeler’s share holdings then; remaining shares vest in future years per schedule.