8-KLeadership ChangesRegulation FDExhibits & Filings

DOLLAR TREE, INC. 8-K Report, Executive Changes (Jul 20, 2020)

Filed July 20, 2020For Securities:DLTR

Summary

Dollar Tree, Inc. announced a significant leadership change on July 20, 2020, with the promotion of Michael A. Witynski to President and Chief Executive Officer, effective immediately. Mr. Witynski succeeds Gary M. Philbin, who is retiring after a long tenure, including serving as CEO since September 2017. Mr. Philbin will remain with the company in an executive capacity until September 23, 2020, to ensure a smooth leadership transition and will also resign from the Board of Directors on that date. This transition marks a new chapter for Dollar Tree under Mr. Witynski's leadership, who has a deep understanding of the company's operations, having previously held roles such as Enterprise President and President and Chief Operating Officer of Dollar Tree Stores. His compensation package reflects his new role, including an increased base salary, target bonus, and significant equity awards tied to company performance and continued employment. The company's press release announcing these changes is included as an exhibit to this filing.

Key Highlights

  • 1Michael A. Witynski appointed President and CEO of Dollar Tree, Inc., effective July 20, 2020.
  • 2Gary M. Philbin retires as CEO after more than 40 years in retail; will assist with transition until September 23, 2020.
  • 3Mr. Witynski's compensation includes an increased base salary of $1,300,000 and a target annual incentive bonus of 150% of base salary.
  • 4Mr. Witynski will receive special equity awards totaling $2,600,000, comprising performance stock units (PSUs) and long-term performance plan (LTPP) awards.
  • 5Vesting of equity awards is contingent on company performance targets and Mr. Witynski's continued employment.
  • 6There are no reported family relationships or reportable related-party transactions between Mr. Witynski and the Company.
  • 7The filing incorporates by reference a press release dated July 20, 2020, detailing the executive management transition.

Frequently Asked Questions

Michael A. Witynski has been appointed as the new President and Chief Executive Officer of Dollar Tree, Inc., effective July 20, 2020.

The CEO change is due to the retirement of the former CEO, Gary M. Philbin, who is stepping down after more than 40 years in the retail industry. He will remain with the company to assist with the transition.

Mr. Witynski's new compensation includes an increased annual base salary of $1,300,000, a target annual incentive cash bonus of 150% of his base salary, and special equity incentive awards valued at $2,600,000, which are performance-based and contingent on continued employment.

Yes, Gary Philbin will continue to serve as an executive of the Company through September 23, 2020, to assist with the transition. He also intends to resign as a director of the Company effective September 23, 2020.