Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 5.02
| DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
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On January 30, 2023, Dollar General Corporation (the “Company”) announced that John W. Garratt, the Company’s President and Chief Financial Officer, plans to retire from the Company effective June 2, 2023. Taking into account its robust succession plans, the Company will evaluate options for its next Chief Financial Officer and is not currently conducting an external search.
ITEM 7.01 | REGULATION FD DISCLOSURE. |
On January 30, 2023, the Company issued a press release regarding the matter discussed in Item 5.02. A copy of the press release is attached to this Form 8-K as Exhibit 99 and is incorporated by reference as if fully set forth herein.
The information contained within this Item 7.01, including the information in Exhibit 99, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
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| Financial statements of businesses acquired. N/A
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| Pro forma financial information. N/A
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| Shell company transactions. N/A
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| Exhibits. See Exhibit Index to this report. |
EXHIBIT INDEX
| Exhibit No. | Description |
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| 104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 30, 2023 | DOLLAR GENERAL CORPORATION |
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| | By: | /s/ Rhonda M. Taylor |
| | | Rhonda M. Taylor |
| | | Executive Vice President and General Counsel |
