0000935703 false 0000935703 2026-07-01 2026-07-01

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): July 1, 2026
DOLLAR TREE, INC.
(Exact name of registrant as specified in its charter)

Virginia | 0-25464 | 26-2018846
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.)

500 Volvo Parkway |
Chesapeake, | Virginia | 23320
(Address of principal executive offices) | (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:

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class | Trading symbol(s) | Name of each exchange on which registered
Common Stock, par value $0.01 per share | DLTR | NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events.
On July 1, 2026, the Board of Directors of Dollar Tree, Inc. approved a share repurchase authorization in an aggregate amount of $2.5 billion. The Board’s authorization permits the Company to repurchase shares of its common stock from time to time in the open market or through privately negotiated transactions, Rule 10b5-1 trading plans, block trades or otherwise, subject to market and other conditions, up to the aggregate amount authorized by the Board.
A copy of the press release announcing the increased authorization is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by this reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.

Exhibit No. |  | Description of Exhibit
99.1 |  | Press release, dated July 2, 2026, issued by Dollar Tree, Inc.
104 |  | Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

| DOLLAR TREE, INC.
Date: July 2, 2026 | By: | /s/ John S. Mitchell, Jr.
| John S. Mitchell, Jr.
| Chief Legal Officer