DOLLAR TREE, INC. — Director's Dealing 2014

Oct 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOLLAR TREE INC (DLTR)
CIK: 0000935703
Period of Report: 2014-10-04

Reporting Person: Old William A. JR (Chief Legal Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-10-04	Common Stock	M	1688	—	Acquired	1688	Direct
2014-10-04	Common Stock	F	559	$56.88	Disposed	1129	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-10-04	Restricted Stock Unit	$0	M	1688	Disposed	2014-10-04	Common Stock (1688)	Direct

Footnotes

F1: Portion vested at anniversary of three-year award.

F2: Convert without cost to shares of common stock on a one-for-one basis.

F3: Shares deemed surrendered in payment of tax liability resulting from vesting of restricted stock units.

F4: The Compensation Committee certified on 3/12/2014 that the Company achieved its 2013 performance target for performanced-based restricted stock units granted on 10/4/2013 and that shares will vest in approximately three equal installments, beginning on the first anniversary of the award date, subject to continued employment.