form8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON
D.C. 20549
FORM
8-K
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported): January 14, 2010
DOLLAR
TREE, INC.
(Exact
name of registrant as specified in its charter)
VIRGINIA
(State or
Other Jurisdiction of Incorporation)
0-25464
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26-2018846
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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500 Volvo
Parkway
Chesapeake,
VA 23320
(Address
of Principal Executive Offices and Zip Code)
(757)
321-5000
(Registrant’s
Telephone Number, Including Area Code)
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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
(d) Appointment
of Directors
On
January 14, 2010, the
Board of Directors appointed Mr. Conrad M. Hall, as a Class III
director. Under Virginia law, the term of a director elected by the
board of directors to fill a vacancy expires at the next shareholders’ meeting
at which directors are elected. Therefore, Mr. Hall will stand for
election at the 2010 Annual Meeting of Shareholders.
Mr. Hall
was the President and Chief Executive Officer of Dominion Enterprises, a leading
media and marketing information services company, until his retirement in
2009. There are no family relationships, related party transactions,
or other arrangements between the director and the Company. Mr. Hall
will receive an annual retainer for his service on the Board consistent with the
Company’s policy for director compensation.
Item
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
(a) On
January 14, 2010, the Board of Directors approved an amendment to the Company’s
Bylaws increasing the number of directors to twelve. The Company’s
Bylaws, as amended, are attached to this filing as Exhibit 3.1 and are
incorporated herein by this reference.
Item
7.01. Regulation FD Disclosure.
On
January 20, 2010, Dollar Tree, Inc. issued a press release regarding the
appointment of Conrad M. Hall to the Company’s Board of Directors. A
copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is
incorporated herein by this reference.
The
information contained in this item is being furnished to the Securities and
Exchange Commission. Such information shall not be deemed "filed" for
purposes of Section 18 of the Securities and Exchange Act of 1934 or otherwise
subject to the liabilities of that Section. The information shall not
be deemed incorporated by reference into any registration statement or other
document filed pursuant to the Securities Act of 1933, except as expressly set
forth by specific reference in such filing.
Item
9.01. Financial Statements and Exhibits.
(c) Exhibits.
3.1 Bylaws
of Dollar Tree, Inc., as amended
99.1
Press Release dated January 20, 2010 issued by Dollar Tree, Inc. regarding the
appointment of Mr. Conrad M. Hall to the Company's Board of Directors.
SIGNATURES
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.
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DOLLAR
TREE, INC.
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Date:
January 20, 2010
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By:
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/s/ Kevin S. Wampler
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Kevin
S. Wampler
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Chief
Financial Officer
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Exhibits
3.1
- Bylaws of Dollar Tree, Inc., as amended
99.1 - Press Release dated January
20, 2010 issued by Dollar Tree, Inc. regarding the appointment of a new member
of the Board of Directors