Dillard William T. III 4

What Happened

• William T. Dillard III, Senior Vice President and Director of Dillard's, reported receiving a total of 119,769 shares of Dillard's common stock on June 4, 2026. The filing shows acquisitions of 734, 400 and 100 shares plus three larger entries of 70,445, 38,472 and 9,618 shares (the larger lots are reported as derivative securities). No purchase prices were reported (N/A) because these shares were received as merger consideration pursuant to the Agreement and Plan of Merger dated March 20, 2026.

Key Details

• Transaction date: June 4, 2026; Form 4 filed June 5, 2026 (timely).
• Total reported acquired: 119,769 shares (combination of Class A and Class B/common-equivalent shares; larger amounts reported as derivatives).
• Price: N/A — shares were issued/Exchanged under the Merger Agreement, not bought on the open market.
• Notable footnotes: the shares were received upon the merger of W.D. Company, Inc. (WDC) into Dillard's; some shares reported are Class B common stock, which are convertible one-for-one into Class A common stock and have no expiration. Several entries reflect shares acquired by trusts or the reporting person’s spouse per the merger terms.
• Shares owned after the transaction: not specified in the provided filing lines.

Context

• This was not an open-market purchase or a sale — it was merger consideration paid to WDC shareholders (including the reporting person, trusts and spouse) under the Merger Agreement. Derivative-designated shares likely reflect Class B shares convertible into Class A on a 1:1 basis (per the filing). Such merger-related acquisitions are routine corporate restructuring outcomes and do not, by themselves, indicate the insider bought or sold shares as a market signal.