DILLARD ALEX 4

What Happened

• Alex Dillard, reported as a 10% owner, was involved in a non-market corporate transaction tied to Dillard's merger with W.D. Company, Inc. (WDC) that closed on June 4, 2026. Per the Merger Agreement, WDC's outstanding common stock was cancelled and WDC distributed to its shareholders (including Dillard) pro rata amounts of Dillard's Class A and Class B common stock and cash.
• The filing shows WDC disposed of 3,985,776 shares of Dillard's Class B Common Stock and 41,496 shares of Class A Common Stock upon consummation of the merger. In his capacity as a WDC shareholder, Alex Dillard acquired 969,864 shares of Class B Common Stock and 10,097 shares of Class A Common Stock. All reported transactions list prices as N/A; no market-sale values are provided in the Form 4.

Key Details

• Transaction date: June 4, 2026 (reported on Form 4 filed June 5, 2026) — filing appears timely (next-day reporting).
• Prices/values: All reported prices shown as N/A; cash consideration per the Merger Agreement also applies (WDC cash + value of publicly traded securities).
• Shares involved: WDC disposed 3,985,776 Class B and 41,496 Class A shares; reporting person acquired 969,864 Class B and 10,097 Class A shares (per the Merger terms).
• Shares owned prior/related holdings: Filing notes the reporting person previously owned ~27.9% of WDC voting stock (F3); some Class A shares are held in a trust for which he is trustee (F5) and by his spouse (F6).
• Notable footnotes: merger executed under Agreement and Plan of Merger dated March 20, 2026 (as amended). WDC shares were cancelled and exchanged per the merger (F1–F2, F8–F9). Class B shares are convertible 1-for-1 into Class A (F7).
• Filing type: merger exchange (corporate reorganization), not an open-market purchase or sale — not a typical insider buy/sell for market sentiment purposes.

Context

• These entries reflect conversion and distribution mechanics of a merger (corporate restructuring) rather than discretionary trading by the insider. For retail investors, merger-related acquisitions/dispositions show how ownership was reallocated under the deal but do not necessarily indicate a personal buy/sell opinion about the company's stock.
• Class B shares reported are a form of derivative/common stock convertible into Class A on a one-for-one basis with no expiration; cash consideration was also part of the merger consideration as described in the Merger Agreement.