Jeffrey G. Naylor - 31 Mar 2023 Form 4 Insider Report for DOLLAR TREE, INC. (DLTR)

Role: Director
Signature: /s/ Derek R. Redmond, attorney-in-fact for Mr. Naylor
Issuer symbol: DLTR
Transactions as of: 31 Mar 2023
Net transactions value: +$23,750
Form type: 4
Filing time: 04 Apr 2023, 16:59:02 UTC
Previous filing: 03 Mar 2023
Next filing: 16 May 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	DLTR	Common Stock	Conversion of derivative security		+3,414	+30%		14,914	31 Mar 2023	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	DLTR	Phantom Stock	Conversion of derivative security		-3,414	-100%		0	31 Mar 2023	Common Stock	3,414		Direct	F1, F2, F3, F4
transaction	DLTR	Phantom Stock	Award	$23,750	+165		$143.55	165	01 Apr 2023	Common Stock	165		Direct	F5, F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares of phantom stock previously reported by the Reporting Person for director's fees earned for service in 2018 and 2019 which were deferred under the 2013 Director Deferred Compensation Plan.
F2	N/A
F3	Convert without cost to shares of common stock on a one-for-one basis.
F4	Shares of phantom stock are payable in common stock following the earlier of the director's separation from the Board or March 31, 2023 (the specified date of distribution pursuant to the director's deferral election).
F5	Each share of phantom stock represents the right to receive one share of Dollar Tree common stock, and cash for any fractional shares.
F6	Represents deferral of director fees under the 2013 Director Deferred Compensation Plan.
F7	Shares of phantom stock are payable in common stock following the earlier of the director's separation from the Board or the specified date of distribution pursuant to the director's deferral election.