DOLLAR TREE, INC. — Director's Dealing 2015

Apr 2, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOLLAR TREE INC (DLTR)
CIK: 0000935703
Period of Report: 2015-03-27

Reporting Person: BROCK MACON F JR (Director, Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-01	Common Stock	M	3494	—	Acquired	1113381	Direct
2015-04-01	Common Stock	F	1155	$81.30	Disposed	1112226	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-27	Restricted Stock Unit	$0	A	6730	Acquired	2016-03-27	Common Stock (6730)	Direct
2015-04-01	Restricted Stock Unit	$0	M	3494	Disposed	2015-04-01	Common Stock (3494)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	200000	Indirect
Common Stock	200000	Indirect
Common Stock	200000	Indirect
Common Stock	200000	Indirect
Common Stock	741370	Indirect
Common Stock	488790	Indirect

Footnotes

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

F2: Shares deemed surrendered in payment of tax liability resulting from vesting of restricted stock units.

F3: Convert without cost to shares of common stock on a one-for-one basis.

F4: Vests in three approximately equal annual installments, beginning the first anniversary of the award date, subject to continued employment.

F5: Vests in three approximately equal annual installments, beginning on the first anniversary of the award date, subject to continued employment.