DILLARD WILLIAM T II 4

What Happened
William T. Dillard II, identified as a 10% owner, reported merger-related share dispositions and acquisitions on June 4, 2026. Per the Merger Agreement, W.D. Company, Inc. (WDC) was merged into Dillard’s, Inc., and WDC shares were cancelled and exchanged. The Form 4 shows: disposed 3,985,776 shares of Issuer Class B Common Stock (derivative) and 41,496 shares of Issuer Class A Common Stock; and acquired 960,246 shares of Issuer Class B Common Stock (derivative) and 9,997 shares of Issuer Class A Common Stock. No dollar prices were reported (N/A) because these were merger-exchange transactions, not open-market trades.

Key Details

• Transaction date: June 4, 2026 (reported on Form 4 filed June 5, 2026) — filing appears timely.
• Transaction types on the form: D = disposition to issuer (shares cancelled/exchanged in the merger); A = acquisition (shares received in the merger).
• Shares reported disposed: 3,985,776 Class B Common (derivative) and 41,496 Class A Common.
• Shares reported acquired: 960,246 Class B Common (derivative) and 9,997 Class A Common.
• Prices/values: listed as N/A on the Form 4 (considered part of the merger consideration, including possible cash component per the Merger Agreement).
• Shares owned after transaction: not explicitly stated on the Form 4.
• Notable footnotes: the exchanges arose under the Agreement and Plan of Merger (F1–F2); the reporting person previously owned ~27.4% of WDC and was a WDC director/officer (F3); Class B shares convert to Class A on a one-for-one basis (F6); some Class A shares are held in a trust for which he is trustee (F5).

Context

• These were merger-exchange transactions (corporate restructuring), not discretionary open-market buys or sells; they reflect how WDC holdings were treated at closing.
• For retail investors, merger-driven acquisitions/dispositions are typically administrative consequences of deal terms rather than standalone insider sentiment.
• The reporting person is a 10% owner of the former private entity (WDC), so this filing documents conversion/exchange of those holdings into Dillard’s public stock rather than typical executive trading.