DOLLAR TREE, INC.

For the period ended Jun 16, 2026. Filed May 1, 2026.

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 16, 2026 · Filed May 1, 2026

DLTR$131.14-4.9%Stored close · as of Nov 6, 2026

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Contents

Pay versus Performance Table

PAY VERSUS PERFORMANCE

The following information is presented to disclose the relationship between executive “compensation actually paid,” as calculated under applicable SEC rules, and the Company’s financial performance.

Pay versus Performance Table

The following table provides information on the total compensation and compensation actually paid to our principal executive officer and to our other named executive officers, along with the total shareholder return of the Company and our executive compensation peer group, our net income and our adjusted operating income for the fiscal years 2025, 2024, 2023, 2022 and 2021. The Company-selected measure for evaluating pay versus performance is adjusted operating income. The Company-selected peer group is the Company’s compensation benchmarking peer group for 2025. The compensation actually paid to our named executive officers has been calculated in a manner consistent with Item 402(v) of Regulation S-K.


2025	$14,775,215	$—	$20,883,292	$—
2024	7,727,779	1,268,876	4,392,314	(65,941,012)
2023	—	3,360,766	—	(12,587,550)
2022	—	13,975,672	—	20,670,372
2021	—	10,249,968	—	15,287,848

· Year · · · Average Summary Compensation Table Total for Non-Principal Executive Officer NEOs(4) · · · Average Compensation Actually Paid to Non- Principal Executive Officer NEOs(5) · · · Value of Initial Fixed $100 Investment Based on: · · · Company Net Income (Loss) (dollars in millions) · · · Company Adjusted Operating Income(8) (dollars in millions) ·
· Company Total Shareholder Return(6) · · · Peer Group Total Shareholder Return(7) ·
	2025	$4,598,484	$5,957,770	$115.67	$167.91	$1,282.5	$1,880.1
	2024	4,627,846	1,861,128	72.15	152.31	(3,030.1)	1,807.9
	2023	4,054,064	2,938,499	136.45	131.65	(998.4)	1,784.8
	2022	22,391,696	22,135,106	147.91	125.97	1,615.4	2,311.5
	2021	4,467,484	6,925,640	126.39	124.78	1,327.9	1,852.6

(1)

Mr. Creedon was appointed our principal executive officer on November 3, 2024.

(2)

Mr. Dreiling served as principal executive officer from the beginning of fiscal year 2023 through November 3, 2024. Mr. Witynski served as our principal executive officer from July 20, 2020 through the end of fiscal 2022.

(3)

The following table sets forth the adjustments made to arrive at compensation actually paid to our principal executive officer during 2025:

· Adjustments to determine compensation actually paid for principal executive officer · · · Creedon ·
	Deduction for Amounts Reported under the “Stock Awards” Column in the Summary Compensation Table					$(9,443,155)
	Increase for Fair Value of Awards Granted during year that Remain Unvested as of Year end					15,255,384
	Increase/Deduction for Change in Fair Value from Prior Year-end to current Year-end of Awards Granted during Prior Year that were Outstanding and Unvested as of current Year-end					(145,881)
	Increase/Deduction for Change in Fair Value from Prior Year-end to Vesting Date of Awards Granted during Prior Year that Vested during current Year					441,728
	Deduction of Fair Value of Award Granted during Prior Year that were Forfeited during 2025					—

(4)

During 2025, our remaining named executive officers consisted of Jeffrey Davis, Stewart Glendinning, Richard McNeely, Bobby Aflatooni and Steven Schumacher. During 2024, our remaining named executive officers consisted of Jeffrey Davis, Lawrence Gatta, Jr., Michael Kindy and Richard McNeely. During 2023, our remaining named executive officers consisted of Michael C. Creedon, Jr., Jeffrey Davis, Lawrence Gatta, Jr., and Richard McNeely. During 2022, our remaining named executive officers consisted of Jeffrey Davis, Kevin Wampler, Richard Dreiling, Lawrence Gatta, Jr., Alasdair James, Thomas O’Boyle, Jr. and Richard McNeely. During 2021, our remaining named executive officers consisted of Kevin Wampler, Bob Sasser, Alasdair James and Richard McNeely.

(5)

The following table sets forth the adjustments made to arrive at average compensation actually paid to our remaining named executive officers during 2025:

· Adjustments to determine compensation actually paid for remaining named executive officers · · · 2025 ·
	Deduction for Amounts Reported under the “Stock Awards” Column in the Summary Compensation Table					$(2,345,034)
	Increase for Fair Value of Awards Granted during year that Remain Unvested as of Year end					3,870,259
	Increase/Deduction for Change in Fair Value from Prior Year-end to current Year-end of Awards Granted during Prior Year that were Outstanding and Unvested as of current Year-end					46,393
	Increase/Deduction for Change in Fair Value from Prior Year-end to Vesting Date of Awards Granted during Prior Year that Vested during current Year					38,377
	Deduction of Fair Value of Award Granted during Prior Year that were Forfeited during 2025					(250,710)

(6)

This represents the cumulative shareholder return on our common stock, assuming a fixed investment of $100 on January 31, 2021, in our common stock. The stock price performance shown in the table is not necessarily indicative of future price performance.

(7)

This represents the cumulative shareholder return of the Company’s benchmarking peer group for fiscal 2025, consisting of the following companies: Albertsons Companies, Inc., Autozone, Inc., BJ’s Wholesale Club Holdings, Inc., Burlington Stores, Inc., Dollar General Corporation, Lowe’s Companies, Inc., Macy’s, Inc., Nordstrom, Inc., Performance Food Group Co., Ross Stores, Inc., Target Corporation, The Gap, Inc., The Kroger Co., The TJX Companies, Inc., Tractor Supply Company and Walgreens Boots Alliance. Rite Aid Corporation was removed from the calculations in this column following its bankruptcy in October 2023. Performance Food Group Co. was added to the benchmarking peer group in 2025 to replace Rite Aid Corporation. The cumulative total shareholder return for the peer group, without Performance Food Group Co., would have been $125.24, $125.84, $131.08, $151.49 and $167.17 in 2021, 2022, 2023, 2024 and 2025, respectively. In addition, Nordstrom, Inc. and Walgreens Boots Alliance were both removed from the calculations once they were taken private in May 2025 and August 2025, respectively.

(8)

Adjusted Operating Income for purposes of our executive compensation program is a non-GAAP measure that adjusts GAAP operating income to exclude the impact of various items to the extent that the amounts related to those items differ from the budget approved by the Board of Directors for the applicable year. The definition of adjusted operating income used by the Committee is provided on page 33.

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