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.
- Merger proposal passed with 14,199,181 votes for and 28,127 against.
- All director nominees elected; Class B nominees received 3,985,776 votes each without opposition.
- Ratification of KPMG as auditor for 2026 approved with 14,892,872 votes for.
- Advisory vote on executive compensation passed with 14,058,830 votes for.
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
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