DOLLAR TREE, INC. — Director's Dealing 2017

Mar 9, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOLLAR TREE INC (DLTR)
CIK: 0000935703
Period of Report: 2017-03-08

Reporting Person: WAMPLER KEVIN S (Chief Financial Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-08	Restricted Stock Unit	$0	A	13745	Acquired	2017-03-18	Common Stock (13745)	Direct
2017-03-08	Restricted Stock Unit	$0	A	5248	Acquired	2017-04-01	Common Stock (5248)	Direct

Footnotes

F1: Convert without cost to shares of common stock on a one-for-one basis.

F2: The Compensation Committee certified on 3/8/2017 that the Company achieved its 2016 performance target for performance-based restricted stock units granted on 3/18/2016, and that shares will vest in approximately three equal installments, beginning on the first anniversary of the award date, subject to continued employment.

F3: Portion vested at anniversary of three-year award.

F4: The Compensation Committee certified on 3/8/2017 the level of performance achieved for the performance-based RSUs awarded on 4/1/2014 pursuant to the Long-Term Performance Plan for fiscal years 2014, 2015 and 2016. The award will fully vest on April 1, 2017.

F5: The award will fully vest on April 1, 2017.