Form 4: Dillard's CEO Acquires Shares in Pre-Planned Transaction

Dillard's CEO and Chairman, William T. Dillard II, acquired 14 shares of Common Class A stock at $623.52 per share as part of a pre-planned transaction.

Summary

• William T. Dillard II, CEO and Chairman of the Board of Dillard's, Inc., acquired 14 shares of Common Class A stock.
• The transaction occurred on October 27, 2025, at a price of $623.52 per share.
• This acquisition was made pursuant to a contract, instruction, or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
• Following this transaction, William T. Dillard II directly beneficially owns 896,986 shares of Common Class A.
• Indirect beneficial ownership includes 41,496 shares held by W.D. Company, Inc., where the reporting person owns 27.4% and is a director and officer.
• An additional 7,300 shares are indirectly beneficially owned as a Trustee of GST Trust.
• W.D. Company, Inc. also holds 3,985,776 shares of Class B Common Stock, convertible into Class A Common Stock on a one-for-one basis.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive. While the acquisition of 14 shares is a very small amount, it represents an insider purchase by the CEO and Chairman, which can be interpreted as a minor vote of confidence in the company's prospects, especially as it was a pre-planned transaction.

Positives

• The CEO and Chairman of the Board, William T. Dillard II, acquired shares, which can be seen as a minor signal of management confidence in the company's future.
• The transaction was pre-planned under Rule 10b5-1(c), indicating a structured approach to insider trading.

Negatives

• The number of shares acquired (14) is very small relative to the reporting person's total holdings and the company's overall market capitalization, limiting its significance as a strong positive signal.

Future Outlook

NA

Industry Context

This filing is a routine insider transaction report and does not provide information directly related to broader industry trends or competitive landscape within the retail sector. It reflects an individual executive's shareholding activity.

Related Party Transactions

• Indirect beneficial ownership of 41,496 Common Class A shares is held through W.D. Company, Inc., where the reporting person owns 27.4% and serves as a director and officer.
• Indirect beneficial ownership of 7,300 Common Class A shares is held through GST Trust, where the reporting person is a trustee.
• W.D. Company, Inc. also holds 3,985,776 shares of Class B Common Stock, convertible to Class A, which represents a significant related party holding.

Stakeholder Impact

• Shareholders: The acquisition by a key executive may be viewed as a minor positive signal of management's belief in the company's value, though the small volume limits its overall impact.

Key Dates

Keywords

Dillard's, DDS, Insider Trading, Form 4, Stock Acquisition, CEO, Chairman, Retail, Beneficial Ownership, 10b5-1 Plan