secwatch / observer
8-K filed June 1, 2026, 4:13 PM ET ticker DDS CIK 0000028917
M&A confidence high sentiment neutral materiality 0.75

Dillard's shareholders approve merger with W.D. Company, Inc.

DILLARD'S, INC.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

DILLARD'S, INC. shareholders approved Election of Directors at the 2026-05-28 meeting.

Proposal
director election
Outcome
passed
Meeting
2026-05-28
Exact text from the filing
Election of Directors ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Votes For ​ ​ ​ Votes Withheld ​ ​ ​ Broker Non-Votes ​ Class A Nominees: ​ ​ ​ ​ ​ ​ ​ James I. Freeman ​ 9,856,266 ​ 396,806 ​ 668,957 ​ Rob C. Holmes ​ 10,189,050 ​ 64,022 ​ 668,957 ​ Reynie Rutledge ​ 10,130,821 ​ 122,251 ​ 668,957 ​ J.C. Watts, Jr. ​ 10,181,182 ​ 71,890 ​ 668,957 ​ Nick White ​ 10,113,257 ​ 139,815 ​ 668,957 ​ ​ ​ ​ ​ ​ ​ ​ ​ Class B Nominees: ​ ​ ​ ​ ​ ​ ​ Robert C. Connor ​ 3,985,776 ​ - ​ - ​ William E. (Chip) Connor, II ​ 3,985,776 ​ - ​ - ​ Alex Dillard ​ 3,985,776 ​ - ​ - ​ Mike Dillard ​ 3,985,776 ​ - ​ - ​ William Dillard, II ​ 3,985,776 ​ - ​ - ​ William Dillard, III ​ 3,985,776 ​ - ​ - ​ H. Lee Hastings, III ​ 3,985,776 ​ - ​ - ​ Denise Mahaffy ​ 3,985,776 ​ - ​ - ​ Drue Matheny ​ 3,985,776 ​ - ​ -
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

DILLARD'S, INC. shareholders approved Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2026 at the 2026-05-28 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2026-05-28
Exact text from the filing
Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2026 ​ 14,892,872 ​ 6,730 ​ 8,203 ​ -
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

DILLARD'S, INC. shareholders approved Advisory approval of the compensation of the Company's named executive officers at the 2026-05-28 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2026-05-28
Exact text from the filing
Advisory approval of the compensation of the Company's named executive officers ​ 14,058,830 ​ 169,693 ​ 10,325 ​ 668,957
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

DILLARD'S, INC. shareholders approved Approval of, for the purposes of complying with Section 312.03(b)(i), Section 312.03(b)(ii) and Section 312.03(c) of the New York Stock Exchange Listed Company Manual, the issuance of (i) up to 41,496 shares of Class A common stock, par value $0.01 per share, of the Company, and (ii) up to 3,985,776 at the 2026-05-28 meeting.

Proposal
merger approval
Outcome
passed
Meeting
2026-05-28
Exact text from the filing
Approval of, for the purposes of complying with Section 312.03(b)(i), Section 312.03(b)(ii) and Section 312.03(c) of the New York Stock Exchange Listed Company Manual, the issuance of (i) up to 41,496 shares of Class A common stock, par value $0.01 per share, of the Company, and (ii) up to 3,985,776 shares of Class B common stock, par value $0.01 per share, of the Company, in connection with the Merger ​ 14,193,025 ​ 35,654 ​ 10,169 ​ 668,957
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

DILLARD'S, INC. shareholders approved Approval of (i) the Agreement and Plan of Merger, dated as of March 20, 2026, as amended on March 25, 2026 (including the plan of merger set forth therein, the “Merger Agreement”), by and among the Company, W.D. Company, Inc., an Arkansas corporation (“WDC”), and Alex Dillard, solely in his capacity at the 2026-05-28 meeting.

Proposal
merger approval
Outcome
passed
Meeting
2026-05-28
Exact text from the filing
Approval of (i) the Agreement and Plan of Merger, dated as of March 20, 2026, as amended on March 25, 2026 (including the plan of merger set forth therein, the “Merger Agreement”), by and among the Company, W.D. Company, Inc., an Arkansas corporation (“WDC”), and Alex Dillard, solely in his capacity as the Shareholder Representative, under which WDC will merge with and into the Company (the “Merger”), with the Company surviving the Merger, (ii) the Merger and (iii) the other transactions contemplated by the Merger Agreement ​ 14,199,181 ​ 28,127 ​ 11,540 ​ 668,957
View on SEC.gov

Browse all shareholder votes →

DILLARD'S, INC. filing history →

Source: SEC EDGAR
accession 0000028917-26-000015
Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.