UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): May
29, 2013
|
Dollar General Corporation |
|
(Exact name of registrant as specified in its charter) |
|
Tennessee |
001-11421 |
61-0502302 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
100 Mission Ridge Goodlettsville, Tennessee |
37072 |
|
|
(Address of principal executive offices) |
(Zip Code) |
Registrant’s
telephone number, including area code: (615)
855-4000
|
(Former name or former address, if changed since last report) |
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
ITEM 2.02 |
RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
On June 4, 2013, Dollar General Corporation (the “Company”) issued a news release regarding results of operations and financial condition for the fiscal 2013 first quarter ended May 3, 2013. The news release is attached hereto as Exhibit 99.1.
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ITEM 5.07 |
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
The Annual Meeting of the Company’s Shareholders (the “Annual Meeting”) was held on May 29, 2013. The following are the final voting results on proposals considered and voted upon by shareholders, all of which are described in more detail in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 11, 2013 (the “Proxy Statement”).
The following individuals were elected to serve as directors of the Company. Votes were cast as follows:
|
Name |
Votes For |
Votes Withheld |
Broker Non- Votes |
|||
| Raj Agrawal | 250,472,222 | 28,217,493 | 11,211,129 | |||
| Warren F. Bryant | 276,692,354 | 1,997,361 | 11,211,129 | |||
| Michael M. Calbert | 267,356,226 | 11,333,489 | 11,211,129 | |||
| Sandra B. Cochran | 257,313,271 | 21,376,444 | 11,211,129 | |||
| Richard W. Dreiling | 270,151,748 | 8,537,967 | 11,211,129 | |||
| Patricia D. Fili-Krushel | 276,239,871 | 2,449,844 | 11,211,129 | |||
| Adrian Jones | 250,395,712 | 28,294,003 | 11,211,129 | |||
| William C. Rhodes, III | 275,052,147 | 3,637,568 | 11,211,129 | |||
| David B. Rickard | 276,789,533 | 1,900,182 | 11,211,129 |
The amendment to the Company’s Amended and Restated Charter to provide for a majority voting standard in uncontested elections of directors was approved. Votes were cast as follows:
|
Votes |
Votes Against |
Votes Abstaining |
Broker Non- |
|||
| 278,355,832 | 217,609 | 116,274 | 11,211,129 |
The appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for fiscal year 2013 was ratified. Votes were cast as follows:
|
Votes For |
Votes Against |
Votes Abstaining |
||
| 287,260,125 | 2,480,279 | 160,440 |
|
ITEM 7.01 |
REGULATION FD DISCLOSURE. |
The information set forth in Item 2.02 above is incorporated herein by reference. The news release also sets forth statements regarding the Company’s updated outlook, information regarding the Company’s planned conference call, and certain other matters.
|
ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS. |
| (a) | Financial statements of businesses acquired. N/A | |
| (b) | Pro forma financial information. N/A | |
| (c) | Shell company transactions. N/A | |
| (d) | Exhibits. See Exhibit Index immediately following the signature page hereto. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| Date: |
June 4, 2013 |
DOLLAR GENERAL CORPORATION |
||
|
By: |
/s/ Rhonda M. Taylor |
|||
|
Rhonda M. Taylor |
||||
|
Senior Vice President and General Counsel |
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EXHIBIT INDEX
|
Exhibit No. |
Description |
|
|
99.1 |
News release dated June 4, 2013 regarding fiscal 2013 first quarter financial results |
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