DOLLAR GENERAL CORP — Director's Dealing 2015

Sep 3, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOLLAR GENERAL CORP (DG)
CIK: 0000029534
Period of Report: 2015-06-01

Reporting Person: CALBERT MICHAEL M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-22	Common Stock	A	10.8477	—	Acquired	17164.8477	Direct
2015-06-01	Common Stock	S	.0299	$72.81	Disposed	17164.8178	Direct
2015-07-01	Common Stock	A	14.1511	—	Acquired	17178.9689	Direct
2015-09-01	Common Stock	P	30000	$72.745	Acquired	47178.9689	Direct
2015-09-02	Common Stock	P	8000	$71.445	Acquired	55178.9689	Direct

Footnotes

F1: Additional restricted stock units, which were acquired through dividend equivalent rights, representing the right to receive shares of common stock upon vesting.

F2: Represents the cashout of a fractional share resulting from the vesting of certain restricted stock units.

F3: The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $72.25 to $73.00, inclusive. The reporting person undertakes to provide Dollar General Corporation, any security holder of Dollar General Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4.

F4: The reporting person's purchase of common stock reported herein was matchable under Section 16(b) of the Securities Exchange Act of 1934, to the extent of 0.0299 shares, with the reporting person's sale of 0.0299 shares of common stock on June 1, 2015. The reporting person has agreed to pay to Dollar General Corporation, upon settlement of the purchase, $0.04, representing the full amount of the profit realized in connection with the short-swing transaction.