DILLARD'S, INC. — fact timeline

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

“Advisory approval of the compensation of the Company's named executive officers ​ 14,058,830 ​ 169,693 ​ 10,325 ​ 668,957”

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.

“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 ​ -”

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

“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 ​ - ​ -”

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.

“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”

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.

“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”

DILLARD'S, INC. entered into Agreement and Plan of Merger with W.D. Company, Inc. valued at Merger of W.D. Company, Inc. into Dillard's, Inc.; consideration includes up to 41,496 shares of Cla (effective 2026-03-20).

“On March 20, 2026, Dillard’s, Inc., a Texas corporation (the “Company”), entered into an Agreement and Plan of Merger (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 representative of the shareholders of WDC (the “Shareholder Representative”), pursuant to which WDC will merge with and into the Company (the “Merger”), with the Company surviving the Merger.”

DILLARD'S, INC.: Elimination of Certificate of Designations for Series A Junior Participating Preferred Stock (effective 2025-07-18).

“On July 18, 2025, Dillard’s, Inc. (the “Company”) filed a Certificate of Elimination (the “Certificate of Elimination”) with the Secretary of State of the State of Delaware effecting the elimination of the Certificate of Designations relating to the Company’s Series A Junior Participating Preferred Stock”

Warren A. Stephens resigned as Director at DILLARD'S, INC..

“On April 29, 2025, Warren A. Stephens informed Dillard’s, Inc. (the “Company”) that he was resigning from his role as a member of the Board of Directors of the Company effective immediately following his confirmation as the United States Ambassador to the United Kingdom and that he would not stand for re-election at the Company’s 2025 annual meeting of stockholders.”

DILLARD'S, INC. reported financial results for 13 weeks ended May 4, 2024.

“On May 16, 2024, the registrant issued a press release announcing results for the 13 weeks ended May 4, 2024.”