DOLLAR GENERAL CORP — Director's Dealing 2013

Apr 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOLLAR GENERAL CORP (DG)
CIK: 0000029534
Period of Report: 2013-04-03

Reporting Person: VASOS TODD J (Div. Pres., Chief Merch. Ofc)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-04-03	Common Stock	S	67000	$50.75	Disposed	16695	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-04-03	Employee Stock Option (Right to Buy)	$7.9975	A	13417	Acquired	2018-12-19	Common Stock (13417)	Direct

Footnotes

F1: On December 19, 2008, the reporting person was granted an option to purchase 250,000 shares of common stock scheduled to vest in installments of 3.3332%, 20%, 20%, 20%, 20% and 16.6668% per year based on the Issuer's satisfaction of certain performance criteria for each of the 2008-2013 fiscal years. The option reported herein as acquired resulted from the acceleration of vesting of 5.37% of such option as a result of a secondary offering of shares of common stock by certain of the Issuer's shareholders. The number of securities reported in this column includes (a) 50,000 unvested options that are subject to time-vesting criteria, are scheduled to vest on December 1, 2013, and have the same exercise price and expiration date as the option reported herein as acquired; and (b) 14,158 vested options.