Dollar General (DG) 10-K risk factor changes: FY2025 vs FY2024

You should carefully consider the risks described below [removed: and the] [added: together with all] other information [added: included or incorporated] in this report and other filings that we make from time to time with the SEC, including [added: but not limited to] our consolidated financial statements and accompanying [removed: notes.][added: notes and the information included under the headings “Business” included in Part I, Item 1, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part II, Item 7.]

Factors that could reduce, and in many cases have reduced, our customers’ disposable income include but are not limited to high unemployment or underemployment levels or decline in real wages; inflation; pandemics; higher [removed: fuel, energy,] [added: fuel and energy costs (including those related to the conflict in the Middle East);] healthcare, housing and product costs; higher interest rates, consumer debt levels, and tax rates; lack of available credit; tax law changes that negatively affect credits and refunds; and decreases in, or elimination of, government assistance programs or subsidies such as unemployment and food/nutrition assistance [removed: programs,] [added: programs (for example, changes to the work requirement minimum standards for qualification enacted in 2025, and beginning in January 2026, certain states’ exclusion of historically covered product categories),] student loan repayment [removed: forgiveness] [added: forgiveness, health insurance subsidies,] and economic stimulus payments.

Many of the economic factors listed above, as well as commodity rates; transportation, lease and insurance costs; wage rates (including the possibility of increased federal and further increased state and/or local minimum wage rates); foreign exchange rate fluctuations; measures that create barriers to or increase the costs of international trade [removed: (including increased] [added: (including, if we are not able to mitigate them, sustained higher] import duties or [removed: tariffs, some of which have been announced] [added: tariffs on both the products that we sell] and [removed: are expected to begin] [added: those that we use] in [removed: 2025);] [added: our business);] changes in applicable laws and regulations (including tax laws related to the corporate tax [removed: rate);] [added: rate] and [added: the expiration of the Work Opportunity Tax Credit (“WOTC”)); and] other economic factors, also could impair our ability to successfully execute our strategies and initiatives, as well as increase our cost of goods sold and selling, general and administrative expenses (including real estate and building costs), and may have other adverse consequences that we are unable to fully anticipate or control, all of which may materially decrease our sales or profitability.

While accelerating levels of inflation in the United States [added: have] moderated [removed: in 2023 and 2024,] [added: since 2023,] inflation remains elevated in certain areas, including food.

If food [added: inflation] (and in particular, “food at [removed: home”) inflation] [added: home,” which moderately accelerated in 2025) rapidly] accelerates again, we may not be able to adjust prices sufficiently to offset the effect without negatively impacting customer demand or our overall gross margin.

[added: The effectiveness of these initiatives is inherently uncertain, even] when tested successfully, and is dependent on a number of factors such as consistency of training and execution, workforce stability, ease of execution and scalability, and customer adoption, as well as the absence of offsetting factors that can influence results adversely.

Additionally, factors negatively affecting our customers’ disposable income [added: and consumer sentiment, such as the economic factors discussed above,] can have [removed: (and we believe recently have had)] a larger negative impact on non-consumables sales results than consumables sales results and on our pOpshelf concept.

We compete with discount stores [removed: and many] [added: and, to varying degrees,] other retailers, including mass merchandise, [removed: warehouse club, grocery, drug,] convenience, variety, [added: drug, grocery, warehouse club,] online retailers, and certain specialty stores.

We currently do not offer traditional online shopping to a significant degree and have seen a greater willingness of our customers to adopt online [removed: shopping.][added: shopping generally.]

While we continued to experience certain of these factors at [added: historically] heightened levels in [removed: 2024,] [added: 2025,] to date, they have not materially impaired our ability to complete our planned real estate projects or growth, and thus, have not had a material adverse effect on our financial performance.

[removed: We recently announced our plans to close] [added: In the first quarter of 2025, we closed] 45 pOpshelf stores and [removed: convert] [added: converted] an additional six to Dollar General [removed: stores in the first quarter of 2025,] [added: stores,] as well as [removed: our incurring of] [added: incurred] significant impairment charges, the majority of which relate to the pOpshelf stores.

Although we [removed: are taking] [added: took] focused action in 2025 to improve the performance of pOpshelf [removed: stores,] [added: stores and will continue to do so in 2026,] there can be no assurances that our efforts will be successful.

In addition, sustained high rates of inventory shrink at certain stores have [added: historically] contributed, and [added: inventory shrink and/or damages] may [removed: continue to] contribute, to the closure of certain stores and the impairment of long-term [removed: assets.][added: assets in the future.]

Our inventory balance represented approximately [removed: 47%] [added: 44%] of our total assets exclusive of goodwill, operating lease assets, and other intangible assets as of January [removed: 31, 2025.][added: 30, 2026.]

A significant security breach of any kind experienced by us or one of our vendors, which could be undetected for a period of time, or a significant failure by us or one of our vendors to comply with applicable privacy and information security laws, regulations, standards, and related reporting requirements could expose us to risks of data loss, litigation, government enforcement actions, fines or penalties, credit card brand assessments, negative publicity and reputational harm, business disruption and costly response measures (e.g., providing [added: notification to, and credit monitoring services for, affected individuals, as well as further upgrades to our security measures; procuring a replacement vendor if one of our current vendors is unable to fulfill its obligations to us due to a cyberattack or incident) which may not be covered by or may exceed the coverage limits of our insurance policies, and could materially disrupt our operations.]

Additionally, costs [added: and complexities] of securing our systems against failure or attack continue to [removed: rise.][added: increase.]

There are also risks associated with our continued integration of artificial intelligence and machine learning within our technology [removed: systems.][added: systems (for example, if the types of information that applications with embedded artificial intelligence assist in producing are or are alleged to be deficient, inaccurate, or biased, our business, financial condition, and results of operations may be adversely affected).]

[removed: In addition, costs and delays for any reason associated with the implementation of new or upgraded systems and technology, including our current migration of] applications to the cloud, modernization of legacy systems (including our Finance and Human Resources enterprise resource planning [added: system and our inventory replenishment] system) and [removed: implementation of] our new point of sale system, or with maintenance or adequate support of existing systems also could disrupt or reduce the efficiency of our operations, fail to operate as designed, result in the potential loss or corruption of data or information or lost sales, cause business interruptions, inhibit our ability to innovate, and affect our ability to meet business and reporting requirements and adversely affect our profitability.

Any disruption, unanticipated or unusual expense or operational failure related to this process (including, without limitation, inventory receipt and delivery delays; increases in fuel costs; increases in transportation costs, including increased import freight costs, carrier or driver [added: wages (as a result of driver shortages or otherwise); earlier than expected receipt of seasonal inventory leading to capacity constraints which can be exacerbated by unexpected delays in acquiring additional temporary warehouse space sufficient for our inventory needs; a decrease in transportation capacity for overseas shipments or port closures; labor shortages; or work stoppages or slowdowns) could negatively impact sales and profits.]

In [removed: 2024,] [added: 2025,] our two largest suppliers accounted for approximately 11% and 8% respectively, of our purchases.

We directly imported approximately 4% of our purchases (measured at cost) in [removed: 2024,] [added: 2025,] but many of our domestic vendors directly import their products or components of their products.

[removed: Changes to the prices and flow of these goods often are for reasons beyond our control, such as political or civil unrest, acts of war, disruptive global political events (for example, political tensions involving China, the conflict between Russia and Ukraine and the conflict in the Middle East), currency fluctuations, tariffs and duties, disruptions in maritime lanes, port labor] disputes, economic conditions and instability in countries in which foreign suppliers are located, the financial instability of suppliers, suppliers’ failure to meet our terms and conditions or our standards, issues with our suppliers’ labor practices or labor problems they may experience (such as strikes, stoppages or slowdowns, which could also increase labor costs during and following the disruption), the availability and cost of raw materials, pandemic outbreaks, merchandise quality or safety issues, transport availability and cost, increases in wage rates and taxes, transport security, inflation, and other factors relating to suppliers and the countries in which they are located or from which they import.

These and other factors affecting our suppliers and our access to [removed: products] [added: products, if we are not able to offset them,] could adversely affect our business and financial performance.

Our ability to meet our labor needs, while controlling our labor costs, is subject to many external factors, including competition for and availability of qualified personnel, unemployment levels, wage rates and salary levels (including the [removed: heightened] possibility of increased federal and further increased state and/or local minimum wage rates/salary thresholds), health and other insurance costs, changes in employment and labor laws or other workplace regulations (including those relating to employee benefit programs such as health insurance and paid leave programs), employee expectations and productivity, employee activism, employee safety issues, and our reputation and relevance within the labor market.

In addition, to the extent a significant portion of our employee base unionizes, or attempts to unionize, our labor and other costs could increase, and [removed: it is possible that] [added: if] the federal government [removed: may adopt] [added: adopts] or [removed: impose] [added: imposes] regulatory or other changes to existing law that could facilitate union organizing or otherwise restrict employer [removed: actions.][added: actions, it could have an adverse effect on our business.]

Natural disasters and unusual or extreme weather conditions (whether or not caused by climate change), pandemic outbreaks or other health crises, political or civil unrest, acts of war, violence or terrorism, and disruptive global political events could disrupt [removed: business] [added: business, affect consumer sentiment or shopping patterns,] and result in lower sales and/or profitability and otherwise adversely affect our financial performance.

The occurrence of one or more natural disasters, such as [removed: hurricanes (such as those occurring in the third quarter of 2024),] [added: hurricanes,] fires, floods, tornadoes and earthquakes, unusual or extreme weather conditions, pandemic outbreaks or other health crises, political or civil unrest, acts of war, violence or terrorism (including within our stores, distribution centers or other Company property), or disruptive global political events (for example, the political tensions involving China, the conflict between Russia and Ukraine and the conflict in the Middle East) or similar disruptions could adversely affect our business, financial performance and reputation.

These events also could affect consumer [added: sentiment or] shopping patterns or prevent customers from reaching our stores, which could lead to lost sales and higher markdowns, or result in increases in fuel or other energy [removed: prices,] [added: prices (including those related to the conflict in the Middle East),] fuel [added: shortage(s), new store or distribution center opening delays, the temporary lack of an adequate work force in a market, the temporary or long-term disruption of product availability in our stores, the temporary or long-term inability to obtain or access technology needed to effectively run our business, disruption of our utility services or information systems, and damage to our reputation.]

We also use natural gas, diesel fuel, [removed: gasoline and] [added: gasoline,] electricity [added: and plastics] in our operations, all of which may face increased regulation relating to climate change or other environmental concerns.

Regulations limiting greenhouse gas [removed: emissions and] [added: emissions,] energy inputs [added: and plastics use] may also increase in coming years, which may increase our costs associated with compliance, merchandise purchases and supply chain.

These events and their impacts could otherwise disrupt and adversely affect our [removed: operations] [added: operations, potentially impact customer purchasing behaviors,] and could adversely affect our financial performance.

Nonetheless, product liability, personal [removed: injury] [added: injury, consumer protection] or other claims may be asserted against us relating to alleged product contamination, [added: adulteration,] tampering, expiration, mislabeling, recall, prohibited substances and other safety or labeling issues.

Our ability to obtain indemnification from foreign vendors may be hindered by our ability to obtain jurisdiction over them to enforce contractual [removed: obligations.]

[added: Significant changes in actuarial] assumptions and management estimates underlying our recorded liabilities for these losses, including any expected increases in medical and indemnity costs, could result in materially different expenses than expected under these programs, which could materially and adversely affect our results of operations and financial condition.

Failure to comply or accusation of failure to comply, even if unfounded, with ethical, social, product, labor, data privacy, consumer protection, safety, [added: political,] environmental and other applicable standards could jeopardize our reputation and potentially lead to various adverse employee, consumer, [removed: shareholder] [added: vendor, shareholder,] or non-governmental organization (NGO) actions, workforce unrest or walkouts, boycotts, litigation and governmental actions, inquiries, or investigations and/or require a costly response.

In addition, our responses to issues and crises and our position or perceived lack of position on certain issues (e.g., public policy, social, [added: political,] or environmental issues) or our corporate responsibility- and sustainability-related efforts, and any perceived lack of transparency about such matters, could harm our reputation and potentially lead to adverse employee, consumer, [added: governmental (including] elected [removed: official,] [added: officials),] regulatory, shareholder or NGO actions, including negative or false public statements and campaigns.

Media reports and public comments made by anyone, including without limitation current and former employees, [removed: customers] [added: customers, vendors, elected officials, community leaders] and activists, on any external platform (including, without limitation, social media, news media, blogs, [added: websites,] or newsletters), whether or not they are accurate, have the potential to influence, and in some instances, have influenced, certain negative or false perceptions of Dollar General, and there can be no assurance that we will be able to prevent such reports or comments in the future.

Any failure, or perceived failure, to meet any of our published corporate responsibility- or sustainability-related aspirations or goals, which often may be outside of our control, or any future changes to our published aspirations or goals could adversely affect public perception of our business, employee morale or customer, [removed: vendor] [added: vendor, elected official,] or shareholder support.

In addition, we may face criticism as a result of either “anti-ESG” or “pro-ESG” sentiment among governmental authorities, regulators, shareholders, [removed: employees] [added: employees, customers] and/or [removed: customers.][added: the public.]

Negative reputational incidents could adversely affect our business through declines in customer loyalty, vendor partnerships, lost sales, loss of [removed: new] [added: new/relocated] store and development opportunities, or employee retention and recruiting difficulties and could also [removed: result in loss of shareholder support and trust and require us to expend disproportional resources toward these matters.]

However, the risks that we face are not limited to those described below and those set forth in our SEC filings.

References to past events are provided by way of example only and are not intended to be a complete listing or a representation as to whether such factors have occurred in the past or their likelihood of occurring in the future.

While we saw slight improvement in our sales mix in 2025 as compared to the prior year, our sales mix remains heavily weighted towards consumables, and there is no guarantee that these initiatives will continue to improve our sales mix.

Furthermore, if our competitors or third parties incorporate artificial intelligence into their businesses more quickly or more successfully than us, it could impair our ability to compete effectively and adversely affect our results of operations, or if our use of artificial intelligence is inaccurate or ineffective, our competitive position could be adversely affected.

Further, we pay interchange and other processing fees related to our acceptance of debit and credit card payments, and these fee amounts could continue to increase over time, as a result of customers shifting their payments from cash to credit/debit card and/or our fee rates rising, thereby raising our operating costs.

In addition, costs and delays for any reason associated with the implementation of new or upgraded systems and technology, including our current migration of

Changes to the prices and flow of these goods often are for reasons beyond our control, such as political or civil unrest, acts of war, disruptive global political events (for example, political tensions involving China, the conflict between Russia and Ukraine and the conflict in the Middle East), currency fluctuations, tariffs and duties, disruptions in maritime lanes, port labor

In 2025, the U.S. administration imposed additional tariffs across many of our global trading partners, including China, the European Union, Canada, India, and various countries located in Southeast Asia.

These events may also exacerbate the economic impacts to our business and our customers as discussed above.

obligations.

result in loss of shareholder support and trust and require us to expend disproportional resources toward these matters.

our business operations, and/or negatively impact our ability to pursue certain operational and strategic opportunities.

The WOTC expired at the end of the 2025 calendar year, and, if not renewed, the expiration is expected to have a significant negative impact on our future earnings per share.

operations are required.

These risks are not the only risks we face.

The effectiveness of these initiatives is inherently uncertain, even

Despite these initiatives, our sales mix continued to shift from non-consumables toward consumables in 2024, and our consumables sales as a percentage of total sales is currently at historical highs.

During 2024, our inventory shrink and damages levels remained significantly elevated and materially impacted our results.

notification to, and credit monitoring services for, affected individuals, as well as further upgrades to our security measures; procuring a replacement vendor if one of our current vendors is unable to fulfill its obligations to us due to a cyberattack or incident) which may not be covered by or may exceed the coverage limits of our insurance policies, and could materially disrupt our operations.

wages (as a result of driver shortages or otherwise); earlier than expected receipt of seasonal inventory leading to capacity constraints which can be exacerbated by unexpected delays in acquiring additional temporary warehouse space sufficient for our inventory needs; a decrease in transportation capacity for overseas shipments or port closures; labor shortages; or work stoppages or slowdowns) could negatively impact sales and profits.

Duties increased on certain products imported from China and Southeast Asian countries in 2024, and

the current U.S. administration has imposed tariffs and could further significantly increase tariffs on goods from China, Mexico, Canada and other countries.

shortage(s), new store or distribution center opening delays, the temporary lack of an adequate work force in a market, the temporary or long-term disruption of product availability in our stores, the temporary or long-term inability to obtain or access technology needed to effectively run our business, disruption of our utility services or information systems, and damage to our reputation.

Significant changes in actuarial

below seasonal norms or our expectations, it could result in unanticipated markdowns.

We recently amended our credit agreement, increasing the maximum leverage ratio covenant and decreasing the minimum fixed charge ratio covenant until January 30, 2026, or earlier at our option upon achieving certain financial covenant milestones.

These factors, some of which are beyond our control and some of which have occurred in the past few years, include

We are the largest discount retailer in the United States by number of stores, with [removed: 20,662] [added: 20,959] stores located in 48 U.S. states and Mexico as of February [removed: 28, 2025,] [added: 27, 2026,] with the greatest concentration of stores in the southern, southwestern, midwestern and eastern United States.

We offer our customers these national brand and private brand products at everyday low prices (typically $10 or less) [removed: in] [added: from] our convenient small-box locations.

The primary macroeconomic factors that affect our core customers include unemployment and underemployment rates, inflation, wage growth, changes in [added: federal and state tax policies, interest rates, changes in] U.S. and global trade [removed: policy,] [added: policy (including price increases resulting from tariffs),] and changes in U.S. government policy and assistance programs (including cost of living [removed: adjustments),] [added: adjustments and work requirements),] such as SNAP, unemployment benefits, and economic stimulus programs.

Our customers continue to feel constrained in the current macroeconomic environment and to experience elevated expenses that generally comprise a large portion of their household budgets, such as rent, healthcare, energy and fuel prices, as well as cost inflation in frequently purchased household products (including food), which we expect will continue to pressure our customers’ spending [removed: overall and particularly in our non-consumables categories.][added: overall.]

Historically, sales in our consumables category, which tend to have lower gross margins, have been [removed: the] key drivers of net sales and customer traffic, while sales in our non-consumables categories, which tend to have higher gross margins, have been [removed: the] key drivers of more profitable sales growth and average transaction amount.

Certain of our initiatives are intended to [removed: address this] [added: better optimize our] sales [removed: mix trend;] [added: mix;] however, there can be no assurances that these efforts will be successful.

As we work to provide everyday low prices and meet our customers’ affordability needs, we remain focused on enhancing our margins through inventory shrink and damage reduction initiatives, as well as pricing and markdown optimization, [added: the DG Media Network (our platform that connects brand partners with our customers),] effective category management and inventory reduction efforts, distribution and [added: transportation efficiencies, private brands penetration and global sourcing strategies.]

Several of our strategic and other sales-driving initiatives are also designed to capture growth [removed: opportunities and are discussed in more detail below.][added: opportunities.]

We continue to implement and invest in certain strategic initiatives [removed: that we believe will help] [added: intended to] drive profitable sales growth with both new and existing customers and capture long-term growth opportunities.

Such [removed: opportunities] [added: initiatives] include providing our customers with a variety of shopping access points and even greater value and convenience by leveraging and developing digital tools and technology, such as our Dollar General app, which contains a variety of tools to enhance the [removed: in-store] shopping experience.

[removed: Our partnership with a third-party] [added: Third-party] delivery [removed: service is] [added: services and myDG® Delivery are] available in the majority of our stores, providing added convenience and incremental sales.

[removed: Furthermore, we] [added: We] believe these [added: digital] efforts will contribute to the continued [removed: to] growth of our DG Media [removed: Network, our platform that connects brand partners with our customers.][added: Network.]

In 2025, we [removed: are expanding] [added: expanded] our efforts to improve the performance and profitability of our mature stores through the rollout of an incremental remodel program, Project Elevate.

This partial-remodel initiative is designed to refresh and optimize the merchandising in our stores, and in turn, enhance the shopping experience for our customers, while also [added: potentially] mitigating future repairs and maintenance expense.

In [removed: 2024,] [added: 2025,] we opened a total of [removed: 725] [added: 589] new stores, including [removed: five] [added: 8] stores in Mexico, remodeled [removed: 1,621 stores,] [added: 2,000 stores through Project Renovate] and [added: 2,254 stores through Project Elevate,] relocated [removed: 85] [added: 47 stores and closed 290] stores.

In [removed: 2025,] [added: 2026,] we plan to open approximately [removed: 575] [added: 450] new stores (as well as [removed: up to 15] [added: approximately 10] stores in Mexico), [removed: fully] remodel approximately 2,000 stores through Project Renovate, [removed: partially] remodel [added: approximately] 2,250 stores through Project Elevate, and relocate approximately [removed: 45] [added: 20] stores, for a total of [removed: 4,885] [added: 4,730] real estate projects.

[removed: pOpshelf is a] [added: pOpshelf, our] unique retail concept focused on categories such as seasonal and home décor, health and beauty, home cleaning supplies, and party and entertainment [removed: goods.][added: goods, represents an additional potential growth opportunity.]

At the end of [removed: 2024,] [added: 2025,] we operated [removed: 231] [added: 180] standalone pOpshelf stores.

We [removed: are taking] [added: continue to take] focused [removed: action in 2025] [added: actions designed] to improve the performance of pOpshelf stores, [removed: and will continue to evaluate the brand and whether we are seeing the desired impact of these activities and optimization,] although there can be no assurances that our efforts will be successful.

[removed: This format allows] [added: These formats allow] for expanded high-capacity-cooler counts, an extended queue line, and a broader product assortment, including an enhanced non-consumable offering, a larger health and beauty section, and produce in select stores.

We [removed: are] always [removed: seeking] [added: seek] ways to reduce or control costs that do not affect our customers’ shopping experiences.

We plan to continue enhancing [removed: this] [added: our] position [added: as a low-cost operator] over time while employing ongoing cost discipline to reduce certain expenses as a percentage of sales.

Certain of our operating expenses, such as wage [removed: rates,] [added: rates and] occupancy costs [removed: and depreciation and amortization,] have continued to increase in recent years, due primarily to market forces such as labor availability, increases in minimum wage rates, [removed: inflation and increases in] [added: inflation,] property rents and interest rates.

[removed: While the overall growth rate of inflation moderated over the second half of 2024, we] [added: We] believe ongoing inflationary pressures could continue to affect our [removed: operating results and our] vendors and [removed: customers.][added: customers and our operating results.]

Both inflation and higher interest rates have significantly increased new store opening costs and occupancy [removed: costs, and] [added: costs in recent years and,] while [removed: we continue to have strong] new store returns [removed: and plan to grow our store base significantly in 2025,] [added: remain strong,] these increased costs have negatively impacted our projected new store returns and influenced our new store growth plans.

We are taking actions designed to [removed: reduce] [added: continue reducing] our higher than targeted store manager turnover, including through budgeting and allocation of labor [removed: hours,] [added: hours and] simplifying in-store [removed: activities, and reducing excess inventory.][added: activities.]

[removed: _Same-store sales._] Same-store sales are calculated based upon our stores that were open at least 13 full fiscal months and remain open at the end of the reporting period.

[removed: _Average sales per square foot._] Average sales per square foot is calculated based on total sales for the preceding [removed: 12 months] [added: four quarters] as of the ending date of the reporting period divided by the average selling square footage [removed: during the period, including the end of the fiscal year, the beginning] [added: as] of the [removed: fiscal year, and the] end of [removed: each of our three interim fiscal] [added: the most recent five] quarters.

[removed: _Inventory turnover__._] Inventory turnover is calculated based on total cost of goods sold for the preceding four quarters [removed: divided by the average inventory balance] as of the ending date of the reporting [removed: period, including the end of the fiscal year,] [added: period divided by] the [removed: beginning] [added: average inventory balance as] of the [removed: fiscal year, and the] end of [removed: each of our three interim fiscal] [added: the most recent five] quarters.

[removed: | | ● | The] [added: In 2024,] gross profit [removed: rate] [added: increased by 2.5%, and as a percentage of net sales] decreased by 70 basis points [removed: due primarily] to [added: 29.6%, compared to 2023, primarily driven by] increased [removed: inventory] markdowns, a greater proportion of sales coming from the consumables category and increased inventory [removed: damages. |][added: damages, partially offset by decreased transportation costs.]

[removed: | | ● |] Interest expense, [removed: net] [added: net,] decreased [removed: by] $52.5 million [added: to $274.3 million] in 2024 [removed: primarily] [added: compared to 2023] due to higher average cash balances and the repayment of long-term debt. [removed: |]

[removed: | | ● | We generated approximately $2.996 billion of cash] [added: Cash] flows from operating activities [added: were $2.996 billion] in 2024, [removed: an] [added: which represents a $604.3 million] increase [removed: of 25.3%] compared to 2023. [removed: |]

_Accounting Periods._ The following text contains references to years [added: 2025,] 2024, [removed: 2023,] and [removed: 2022,] [added: 2023,] which represent fiscal years ended January [added: 30, 2026, January] 31, 2025, [added: and] February 2, 2024, [removed: and February 3, 2023,] respectively.

Fiscal years [added: 2025,] 2024 and 2023 were 52-week accounting [removed: periods and fiscal year 2022 was a 53-week accounting period.][added: periods.]

Primarily because of sales of Christmas-related merchandise, operating profit in our fourth quarter (November, December and January) has historically been higher than operating profit achieved in each of the first three quarters of the fiscal [removed: year.][added: year, although this was not the case in 2024 and 2023.]

The following table contains results of operations data for fiscal years [added: 2025,] 2024, [removed: 2023,] and [removed: 2022,] [added: 2023,] and the dollar and percentage variances among those years.

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | [added: ​ | 2025 vs. 2024 |] ​ | ​ | 2024 vs. 2023 | [removed: | | | | 2023 vs. 2022 | | | |] ​ |

| (amounts in millions, except | ​ | [removed: |] ​ | ​ | [removed: |] ​ | ​ | [removed: |] ​ | ​ | [removed: | Amount] [added: ​] | [added: ​] | [added: ​] | % | [removed: | Amount |] [added: ​] | [added: ​] | % | ​ |

| per share amounts) | ​ | [removed: ​ | 2024 | | ​ | 2023] [added: 2025] | | ​ | [removed: 2022] [added: 2024] | | ​ | [removed: Change] [added: 2023] | | ​ | Change | | [removed: Change | |] ​ | Change | ​ |

| Net sales by category: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | [removed: ​ | ​ | ​ | ​ | ​ | ​ |]

Uncertainty remains regarding the potential impact of tariffs on consumer behavior and our business.

Tariff rates on both direct imports and domestic purchases did not materially impact our financial results in 2025.

The tariff environment remains dynamic, and the specific tariffs applicable to goods imported by us and our suppliers into the U.S. may continue to evolve.

Currently announced tariff rates, as well as any rate increases or expansions of tariff coverage affecting the products that we sell, could have a significant impact on our business and on our customers’ budgets.

Further, on February 20, 2026, the United States Supreme Court invalidated the tariffs imposed under the International Emergency Economic Powers Act (IEEPA).

Significant uncertainty exists regarding potential tariff refunds and replacement tariffs under other statutes.

We continue to monitor developments and to evaluate and implement mitigation strategies to address the potential sales and margin impact of current and potential future tariffs, as well as to take various actions designed to minimize price increases for our customers.

There can be no assurance we will be successful in our efforts, or that price increases will not adversely affect customer behavior.

Our sales mix remains heavily weighted towards consumables, although we saw slight improvement in our sales mix in 2025 compared to the prior year.

Inventory shrink has significantly improved from prior elevated levels, and although damages remain elevated, we made progress reducing damages in 2025.

We continue to implement actions designed to drive sustained improvement in both shrink and damages.

The delivery component of our digital initiatives is becoming a meaningful contributor to our comparable store sales performance.

In 2025, we began utilizing store formats averaging approximately 8,500 square feet of selling space for the significant majority of new stores.

Key Performance Indicators

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| --- | --- | --- | --- | --- | --- | --- | --- |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| ​ | ​ | 2025 | | ​ ​ ​ | 2024 | | |

| Same-store sales | ​ | 3.0 | % | ​ | 1.4 | % | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| ​ | ​ | January 30, | | ​ | January 31, | |

| ​ | ​ ​ ​ | 2026 | | ​ | 2025 | |

| Average sales per square foot | ​ | $ | 270 | ​ ​ ​ | $ | 263 |

| ​ | ​ | ​ | ​ | ​ |

| --- | --- | --- | --- | --- |

| ​ | ​ | January 30, | ​ | January 31, |

| ​ | ​ ​ ​ | 2026 | ​ | 2025 |

| Inventory turnover | ​ | 4.5 | ​ ​ ​ | 4.1 |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| ​ | | ​ | ​ | ​ | ​ | ​ | ​ | 2025 vs. 2024 | | 2024 vs. 2023 | ​ |

| ​ | | ​ | ​ | ​ | ​ | ​ | ​ | Basis Point | ​ | Basis Point | ​ |

| (Percent of Net Sales) | | 2025 | ​ | 2024 | ​ | 2023 | ​ | Change | | Change | ​ |

| Cost of goods sold | ​ | 69.34 | ​ | 70.41 | ​ | 69.71 | ​ | (107) | ​ | 70 | ​ |

| Gross profit | ​ | 30.66 | ​ | 29.59 | ​ | 30.29 | ​ | 107 | ​ | (70) | ​ |

| Selling, general and administrative expenses | ​ | 25.50 | ​ | 25.37 | ​ | 23.97 | ​ | 13 | ​ | 140 | ​ |

| Operating profit | ​ | 5.16 | ​ | 4.22 | ​ | 6.32 | ​ | 94 | ​ | (210) | ​ |

Our first stores in Mexico opened in 2023.

This pressure contributed to a heavier promotional environment in the second half of 2024 compared to the prior year, and we expect a promotional environment in 2025 similar to that in 2024.

Our sales mix has continued to shift toward consumables, which currently constitutes a historically high proportion of our sales mix.

transportation efficiencies, private brands penetration and global sourcing.

Throughout 2024, we continued to experience significant levels of inventory shrink and damages.

While we anticipate that both shrink and damages will remain elevated in 2025, particularly when compared to fiscal years immediately preceding fiscal year 2023, we continue to take actions designed to reduce their impact and believe we will make progress in reducing our shrink and damages levels in 2025.

Additionally, in September 2024, we partnered with the same third-party provider to fully execute a same-day home delivery offering through our DG app and website in a limited number of stores.

We believe we can significantly expand this offering to additional stores in 2025.

During the fourth quarter of 2024, we initiated a store portfolio optimization review of our Dollar General and pOpshelf bannered stores, which involved identifying stores for closure or re-bannering based on an evaluation of individual store performance, expected future performance, and operating conditions, among other factors.

As a result of this review, we plan to close 96 Dollar General stores and 45 pOpshelf stores, and convert an additional six pOpshelf stores to Dollar General stores in the first quarter of 2025.

See Note 12 to the consolidated financial statements for more detail on the store portfolio optimization, impairment and related charges.

In light of the softer discretionary sales environment, we previously converted certain pOpshelf stores to Dollar General stores, and do not believe opening new stores in 2025 is a prudent use of capital.

Following the completion of the pOpshelf store closures and conversions discussed above, we will operate 180 pOpshelf stores.

In addition, we recorded a significant impairment expense to reflect the updated fair value of pOpshelf assets.

In 2025 we expect the significant majority of the stores to be predominantly in one of our 8,500 square foot formats.

Moreover, increases in market interest rates have had a negative impact on our interest expense.

To further enhance shareholder returns, we pay a quarterly cash dividend.

The declaration and amount of future dividends are subject to Board discretion and approval, although we currently expect to continue paying quarterly cash dividends.

As planned, to preserve our investment grade credit rating and maintain financial flexibility, we did not repurchase any shares during 2024 under our share repurchase program and do not plan to repurchase shares during 2025.

A continued focus on our four operating priorities as discussed above, and other impacts as discussed below, resulted in the following overall operating and financial performance in 2024 as compared to 2023.

Basis points, as referred to below, are equal to 0.01% as a percentage of net sales.

| | ● | Net sales in 2024 increased 5.0%. Sales in same-stores increased 1.4%, primarily due to an increase in customer traffic. Average sales per square foot in 2024 and 2023 were $263 and $264, respectively. |

| --- | --- | --- |

| | ● | SG&A as a percentage of sales increased by 140 basis points primarily due to impairment charges totaling $214.2 million related to the store portfolio optimization review and increases in retail labor, depreciation and amortization and store occupancy costs. |

| | ● | Operating profit decreased 29.9% to $1.71 billion in 2024 compared to $2.45 billion in 2023. |

| | ● | The change in the effective income tax rate to 21.8% in 2024 from 21.6% in 2023 was primarily due to a higher state effective tax rate and a decreased benefit from stock-based compensation partially offset by the effect of certain rate-impacting items on lower earnings before taxes compared to 2023. |

| | ● | We reported net income of $1.13 billion, or $5.11 per diluted share, for 2024 compared to net income of $1.66 billion, or $7.55 per diluted share, for 2023. |

| | ● | Inventory turnover was 4.1 times, and inventories decreased 6.9% on a per store basis compared to 2023. |

Readers should refer to the detailed discussion of our operating results below for additional comments on financial performance in the current year as compared with the prior years presented.

However, more recently, and in particular fiscal years 2023 and 2024, this has not been the case.

| ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| _% of net sales_ | *​* | ​ | | _82.17_ | _%_ | | _81.01_ | _%_ | | _79.68_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _10.03_ | _%_ | | _10.55_ | _%_ | | _11.05_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _5.11_ | _%_ | | _5.59_ | _%_ | | _6.16_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _2.69_ | _%_ | | _2.85_ | _%_ | | _3.10_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _70.41_ | _%_ | | _69.71_ | _%_ | | _68.77_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _29.59_ | _%_ | | _30.29_ | _%_ | | _31.23_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _25.37_ | _%_ | | _23.97_ | _%_ | | _22.44_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

| _% of net sales_ | *​* | ​ | | _4.22_ | _%_ | | _6.32_ | _%_ | | _8.79_ | _%_ | ​ | *​* | *​* | *​* | ​ | | *​* | *​* | *​* | ​ |

As a matter of policy, we do not buy or sell financial instruments for speculative or trading purposes, and any such derivative [removed: financial instruments are intended to be used to reduce risk by hedging an underlying economic exposure.]

Currently, we are counterparty to certain interest rate swaps with a total notional amount of $350.0 million entered into in [removed: May] [added: June] 2021.

As of January [removed: 31, 2025,] [added: 30, 2026,] we had no consolidated commercial paper borrowings and no borrowings outstanding under our Revolving Facility.

At [removed: February 2, 2024,] [added: January 30, 2026,] our primary interest rate exposure was from changes in interest rates [removed: which affect] [added: on] our variable rate [removed: debt.][added: investment holdings, which are classified as cash and cash equivalents in our consolidated financial statements.]

Based on our outstanding variable rate [added: cash and] debt [added: balances] as of [removed: February 2, 2024, after giving consideration to our interest rate swap agreements,] [added: January 30, 2026,] the [added: net] annualized effect of a one percentage point [removed: increase] [added: decrease] in [removed: variable] interest rates would have resulted in a [removed: pretax] [added: pre-tax] reduction of our earnings and cash flows of approximately [removed: $3.5] [added: $5.6] million in [removed: 2023.][added: 2025.]

financial instruments are intended to be used to reduce risk by hedging an underlying economic exposure.

The increase in cash and cash equivalents was driven primarily from cash from operations.

We are the largest discount retailer in the United States by number of stores, with [removed: 20,662] [added: 20,959] stores located in 48 U.S. states and Mexico as of February [removed: 28, 2025,] [added: 27, 2026,] with the greatest concentration of stores in the southern, southwestern, midwestern and eastern United States.

| | ● | _Convenient Locations._ Our stores are conveniently located in a variety of rural, suburban and urban communities. We seek to locate our stores in close proximity to our customers, which helps drive customer loyalty and trip frequency and makes us an attractive alternative to large discount and [removed: other] large-box retail and grocery stores. |

| | ● | _Time-Saving Shopping Experience._ We strive to provide customers with a highly convenient, easy to navigate shopping experience. Our small-box stores are designed to make it easier to get in and out quickly, and our digital [removed: tools and offerings] [added: tools, including our home delivery offerings,] help drive even greater convenience and additional access points. Our product offering includes most necessities, such as basic packaged and refrigerated or frozen food products, dairy products, cleaning supplies, paper products, health and beauty care items, greeting cards and other stationery items, [removed: basic apparel,] housewares, [removed: hardware and] [added: hardware,] automotive [removed: supplies,] [added: supplies and basic apparel,] among others. Our convenient hours and broad merchandise offering allow our customers to fulfill their requirements for basic goods and minimize their need to shop elsewhere. |

We opened our first Mi Súper Dollar General stores in Mexico in [removed: 2023] [added: 2023, in which we have further expanded in each subsequent year,] and believe there is additional growth potential in Mexico in the years ahead.

We offer a focused assortment of everyday necessities, which we believe helps to drive frequent customer visits, [removed: and] [added: as well as] key items in a broad range of general merchandise categories.

| ​ | [added: ​ ​ ​] | [removed: 2024] [added: 2025] | [added: ​ ​ ​] | [removed: 2023] [added: 2024] | [added: ​ ​ ​] | [removed: 2022] [added: 2023] | |

| Consumables | | [removed: 82.2] [added: 82.0] | % | [removed: 81.0] [added: 82.2] | % | [removed: 79.7] [added: 81.0] | % |

| Seasonal | | [removed: 10.0] [added: 10.1] | % | [removed: 10.6] [added: 10.0] | % | [removed: 11.0] [added: 10.6] | % |

| Home products | | [removed: 5.1] [added: 5.2] | % | [removed: 5.6] [added: 5.1] | % | [removed: 6.2] [added: 5.6] | % |

| Apparel | | 2.7 | % | [removed: 2.8] [added: 2.7] | % | [removed: 3.1] [added: 2.8] | % |

The typical Dollar General store staff [added: generally] includes a store manager, one or more assistant store managers, and [removed: three] [added: four] or more sales [removed: associates.][added: associates, with staffing levels varying based on store volume and operating hours.]

| ​ | [added: ​ ​ ​] | Stores at | [added: ​ ​ ​] | ​ | [added: ​ ​ ​] | ​ | [added: ​ ​ ​] | Net | [added: ​ ​ ​] | ​ | |

Our two largest suppliers accounted for approximately [added: 11% and 8%, respectively, of our purchases in 2025.]

We directly imported approximately 4% of our purchases at cost in [removed: 2024.][added: 2025.]

Our stores are currently supported by distribution centers [removed: for frozen, refrigerated and non-refrigerated merchandise] located strategically throughout our geographic footprint.

We compete with discount stores [removed: and many] [added: and, to varying degrees,] other retailers, including mass merchandise, [removed: warehouse club, grocery, drug,] convenience, variety, [removed: online,] [added: drug, grocery, warehouse club, online] and certain specialty stores.

These [added: and] other retail companies operate stores in many of the areas where we operate, and many of them engage in extensive advertising and marketing efforts.

Our trademark registrations have various expiration dates; however, assuming that the trademark [added: registrations are properly renewed, they have a perpetual duration.]

Based on a talent philosophy of “Attract, Develop, and Retain”, whether an individual works in a store, a distribution center, our [added: private fleet, our] store support center or our international offices, over the last 85+ years, we have helped millions of individuals start and progress in their careers, providing employees with numerous opportunities to gain new skills and develop their talents, supported by our award-winning training and development programs.

To help measure the success of our overall employee compensation and benefits programs, [added: and our ability to attract qualified employees,] we monitor employee applicant flow and staffing levels across the organization, as well as employee turnover, particularly at the store manager level.

In [removed: 2024,] [added: 2025,] we estimate we invested over four million training hours in our employees to promote their education and development.

We offer a variety of differentiated programs, including mentorship, cohorts, and [removed: leader-led and] experiential opportunities to ensure there is a path of development for all employees.

As of February [removed: 28, 2025,] [added: 27, 2026,] we employed approximately [removed: 194,200] [added: 194,000] full-time and part-time employees, including divisional and regional managers, district managers, store managers, other store employees, and distribution center, fleet and administrative employees.

As of the end of [removed: 2024,] [added: 2025,] more than 70% of store managers and thousands of additional employees, including the majority of our senior leadership, have been placed from within our organization.

[added: Our operations are subject to the applicable federal, state, local and foreign laws, rules, and regulations of the jurisdictions in which we operate or conduct business, which relate to, among other] things, the sale of products, including without limitation, product and food safety, marketing and labeling; information security and privacy; labor and employment; employee [removed: wages] [added: wages, salary levels] and benefits; health and safety; [added: licensing;] real property; public accommodations; [removed: anti-bribery;] [added: bribery, money-laundering and anti-corruption;] financial reporting and disclosure, including disclosures related to environmental, social and governance matters; pricing; antitrust and fair competition; [removed: anti-money laundering;] distribution; transportation; imports and customs; intellectual property; taxes; [added: climate change] and environmental compliance.

We routinely incur significant compliance-related costs, both direct and indirect, including those related to store standards and [removed: labor.][added: labor, including wages, benefits and staffing.]

Although we may incur additional material compliance-related costs in the future, to date, other than the expenses [removed: referenced] [added: related to the items listed] above, compliance with these laws, rules and regulations has not had a material effect on our capital expenditures, earnings or competitive position.

Additionally, if significant changes in the federal, state or foreign corporate tax rates [added: or laws] occur in the future, such change could adversely affect our overall effective tax rate and earnings.

We [removed: file with] [added: make available on] or [removed: furnish to the Securities and Exchange Commission (the “SEC”)] [added: through this website, free of charge, our] annual [removed: reports] [added: report] on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those [removed: reports, as well as proxy statements and annual] reports [removed: to shareholders, and, from time to time, registration statements and other documents] [added: filed or furnished] pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange [removed: Act”).][added: Act”) as soon as reasonably practicable after we electronically file them with or furnish them to the Securities and Exchange Commission (the “SEC”).]

In 2020 we launched pOpshelf, our unique small-box retail concept that focuses primarily on non-consumables.

Beginning in 2025, we paused new pOpshelf store expansion while we evaluate and evolve its go-forward strategy and performance.

In 2025, we expanded our remodel efforts with the rollout of Project Elevate, an incremental remodel program to our full-remodel program, Project Renovate, designed to refresh store layouts and optimize merchandising.

| 2025 | | 20,594 | | 589 | | 290 | | 299 | | 20,893 | ​ |

Our primary direct competitors are Walmart, Family Dollar and Dollar Tree.

We believe that we differentiate ourselves from other forms of retailing by offering competitive prices in a convenient, small-store format, and by operating our stores in close proximity to our customers, with approximately 75% of the U.S. population located within five miles of a Dollar General store.

We recently made the decision to close 45 pOpshelf stores, our unique small-box retail concept that focuses primarily on non-consumables, and to convert an additional six pOpshelf stores to Dollar General stores, and we have paused expansion of this concept while we evaluate and evolve its go-forward strategy and performance.

| 2022 | | 18,130 | | 1,039 | | 65 | | 974 | | 19,104 | ​ |

11% and 8%, respectively, of our purchases in 2024.

Our direct competitors include Family Dollar, Dollar Tree, and various local, independent operators, as well as Walmart, Target, Kroger, Aldi, Costco, Sams Club, BJ’s Wholesale Club, Walgreens, CVS, and Rite Aid, among others.

We believe that we differentiate ourselves from other forms of retailing by offering competitive prices in a convenient, small-store format.

registrations are properly renewed, they have a perpetual duration.

We also hold an exclusive license to the Rexall brand through at least March 5, 2032.

Our operations are subject to the applicable federal, state, local and foreign laws, rules, and regulations of the jurisdictions in which we operate or conduct business.

These laws, rules and regulations relate to, among other

These documents are available free of charge to investors on or through the Investor Information section of our website (https://investor.dollargeneral.com) as soon as reasonably practicable after we electronically file them with or furnish them to the SEC.

For the fiscal year ended January [removed: 31, 2025,] [added: 30, 2026,] or

| Title of each class | ​ | Trading Symbol(s) | [added: ​ ​ ​] | Name of each exchange on which registered |

The aggregate market value of the registrant’s common stock outstanding and held by non-affiliates as of August [removed: 2, 2024] [added: 1, 2025] was [removed: $17.8] [added: $21.1] billion calculated using the closing market price of the registrant’s common stock as reported on the NYSE on such date [removed: ($121.59).][added: ($108.53).]

The registrant had [removed: 219,947,078] [added: 220,226,320] shares of common stock outstanding as of March [removed: 19, 2025.][added: 18, 2026.]

Certain of the information required in Part III of this Form 10-K is incorporated by reference to the registrant’s definitive proxy statement to be filed for the Annual Meeting of Shareholders to be held on May [removed: 29, 2025.][added: 28, 2026.]

| ​ | [ITEM 1C. CYBERSECURITY](#ITEM1CCYBERSECURITY) | | [removed: 22] [added: 23] |

| ​ | [ITEM 3. LEGAL PROCEEDINGS](#ITEM3LEGALPROCEEDINGS_83582) | | [removed: 24] [added: 25] |

| ​ | [ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](#ITEM7AQUANTITATIVEANDQUALITATIVEDISCLOSU) | | [removed: 41] [added: 40] |

This report contains references to years [added: 2026,] 2025, 2024, [removed: 2023,] and [removed: 2022,] [added: 2023,] which represent fiscal years ending or ended January [added: 29, 2027, January] 30, 2026, January 31, [removed: 2025, February 2, 2024] [added: 2025] and February [removed: 3, 2023,] [added: 2, 2024,] respectively.

[removed: Our 2022 fiscal year consisted of 53 weeks, while each] [added: Each] of the [removed: remaining] years listed consists of 52 weeks.

We include “forward-looking statements” within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act, throughout this report, particularly under the headings [removed: “Business,”] [added: “Business” included in Part I, Item 1,] “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in Part II, Item 7, and “Note [removed: 7 – Commitments and Contingencies” included in Part II, Item 8, among others.][added: 7.]

You can identify these statements because they are not limited to historical fact or they use words such as “accelerate,” “aim,” “anticipate,” “assume,” “believe,” “can,” “committed,” “continue,” “could,” “drive,” “estimate,” “expect,” “focused on,” “forecast,” “future,” “goal,” “intend,” “likely,” “long-term,” “may,” “objective,” “ongoing,” “opportunity,” [added: “outlook,”] “over time,” “plan,” “position,” “potential,” “predict,” “project,” “prospect,” “scheduled,” “seek,” “should,” “strive,” “subject to,” “uncertain,” “will” or “would” and similar expressions that concern our strategies, plans, initiatives, intentions, outlook or beliefs about future occurrences or results.

| | ● | our plans, objectives, and expectations regarding future operations, growth, investments and initiatives, including but not limited to our real estate, store growth and international expansion plans, store [removed: closures, store remodels (including Project Elevate),] [added: remodels,] store formats or concepts, shrink and damages reduction actions, inventory reduction efforts, and anticipated progress and impact of our strategic initiatives (including but not limited to our digital [removed: initiatives,] [added: initiatives and related delivery component,] DG Media Network, and pOpshelf) and our merchandising, margin enhancing, distribution/transportation [removed: efficiency (including but not limited to self-distribution),] [added: efficiency,] store manager turnover reduction and other initiatives; |

| | ● | expectations regarding [added: tariff,] inflationary and labor pressures; |

| | ● | potential impact of legal or regulatory changes or governmental assistance or stimulus programs and our responses thereto, including without limitation potential further federal, state and/or local minimum wage increases or changes to salary levels, as well as changes to certain government [added: policies and] assistance programs, such as Supplemental Nutrition Assistance Program (“SNAP”) benefits, unemployment benefits, and economic stimulus payments; and |

Commitments and Contingencies” included in Part II, Item 8, among others.

We design, implement, and maintain a comprehensive information security program consisting of commercially reasonable administrative, organizational, and technical controls, practices, and safeguards which [added: are designed to] follow applicable laws, regulations, and industry best practices to protect against confidentiality, integrity, and availability threats to our information systems.

Our [added: Senior] Vice President [added: of Technology] and Chief Information Security Officer (“CISO”), who has approximately 30 years of experience in the information technology field with approximately 25 years of full cybersecurity focus and approximately 20 years as a Certified Information Systems Security Professional, has responsibility for assessing and managing our information security program and related risks, which includes information security incident prevention, detection, mitigation and remediation, and leading a department of information security professionals with relevant industry and professional experience.

Our CISO reports directly to our Executive Vice President and Chief Information Officer (“CIO”), who has approximately 25 [added: years of experience in the information technology field that includes direct interaction with or supervision of cybersecurity functions.]

We also maintain a third-party security risk management program to identify, oversee, prioritize, assess, and mitigate third party risks; however, we rely on our third-party [added: business] partners to implement effective information security programs commensurate with the risk associated with the nature of their business relationships to us and cannot ensure in all circumstances their efforts will be successful.

In connection with its oversight of this program, our Audit Committee discusses with management the [removed: process] [added: processes] by which risk assessment and risk management [removed: is] [added: are] undertaken and our [removed: major] [added: most significant] financial and other risk exposures, including without limitation those relating to information systems, information security, data privacy, [removed: business continuity,] artificial intelligence, [added: business continuity] and [added: disaster recovery, and] third-party information security, and the steps management has taken to monitor and control such exposures.

Our Audit Committee reviews enterprise risk [removed: evaluation] [added: assessment] results at least annually and [removed: high] [added: significant] residual risk categories, along with their mitigation strategies, quarterly.

Our Audit Committee also has the responsibility to review with management and our outside [added: independent] auditor any unauthorized access to information technology systems that could have a material effect on our financial statements.

Further, our Audit Committee receives quarterly updates regarding [removed: our business continuity and IT disaster recovery plan, as well as] [added: any significant] cybersecurity incidents which occurred during the prior [removed: quarter.][added: quarter and at least annually receives an update regarding our IT disaster recovery plan.]

[removed: The] [added: Our] Audit Committee receives cybersecurity education to assist members in overseeing related risks.

[removed: This education includes or has included in recent years: an overview of Company-specific cyber-related risks considerations; an overview of various artificial intelligence considerations, including those related to risk management, governance and ethics, and] workforce and culture; updates on the state of cybersecurity regulation; updates on the evolving retail landscape’s impact on cyber risk to retail organizations; a cyber threat intelligence update focusing on the global impact of ransomware on the retail sector and trends in retail sector compromises; and an overview of methods to perform cyber risk quantification.

This education has included: an overview of Company-specific cyber-related risks considerations; an overview of various artificial intelligence considerations, including those related to risk management, governance and ethics, and

years of experience in the information technology field that includes direct interaction with or supervision of cybersecurity functions.

As of February [removed: 28, 2025,] [added: 27, 2026,] we operated [removed: 20,662] [added: 20,959] retail stores, including those located in 48 U.S. states as listed in the table [removed: below,] [added: below] and [removed: eight] [added: 17] stores in Mexico.

| State | [added: ​ ​ ​] | Number of Stores | [added: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​] | State | [added: ​ ​ ​] | Number of Stores | |

| Alabama | | [removed: 975] [added: 993] | | Nebraska | | 154 | ​ |

| Arizona | | [removed: 145] [added: 593] | | Nevada | | [removed: 23] [added: 24] | ​ |

| Arkansas | | [removed: 581] [added: 146] | | New Hampshire | | 47 | ​ |

| California | | [removed: 264] [added: 261] | | New Jersey | | [removed: 197] [added: 190] | ​ |

| Colorado | | [removed: 80] [added: 82] | | New Mexico | | [removed: 146] [added: 157] | ​ |

| Connecticut | | [removed: 99] [added: 102] | | New York | | [removed: 615] [added: 623] | ​ |

| Delaware | | [removed: 56] [added: 59] | | North Carolina | | [removed: 1,121] [added: 1,150] | ​ |

| Florida | | [removed: 1,081] [added: 1,091] | | North Dakota | | [removed: 74] [added: 73] | ​ |

| Idaho | ​ | [removed: 8] [added: 9] | ​ | Oklahoma | | [removed: 574] [added: 601] | ​ |

| Illinois | | [removed: 724] [added: 726] | | Oregon | | [removed: 87] [added: 89] | ​ |

| Iowa | | [removed: 338] [added: 342] | | Rhode Island | | 26 | ​ |

| Kansas | | [removed: 276] [added: 275] | | South Carolina | | [removed: 690] [added: 703] | ​ |

| Kentucky | | [removed: 789] [added: 810] | | South Dakota | | [removed: 81] [added: 83] | ​ |

| Maine | | [removed: 71] [added: 74] | | Texas | | [removed: 1,949] [added: 1,948] | ​ |

| Maryland | | [removed: 175] [added: 170] | | Utah | | [removed: 14] [added: 15] | ​ |

| Massachusetts | | [removed: 56] [added: 57] | | Vermont | | [removed: 42] [added: 43] | ​ |

| Minnesota | | [removed: 226] [added: 229] | | Washington | | [removed: 45] [added: 48] | ​ |

| Mississippi | | [removed: 668] [added: 675] | | West Virginia | | [removed: 313] [added: 319] | ​ |

| Montana | | [removed: 9] [added: 12] | ​ | Wyoming | ​ | [removed: 27] [added: 33] | ​ |

Many stores, including a significant portion of our new stores, [removed: typically] carry a primary lease term of up to 15 years with multiple renewal options.

As of February [removed: 28, 2025,] [added: 27, 2026,] we operated 20 distribution centers for non-refrigerated products, ten cold storage distribution centers, and four combination distribution centers which have both refrigerated and non-refrigerated products.

We also leased approximately [removed: 3.2] [added: 2.6] million square feet of additional warehouse space in support of our distribution network for non-refrigerated merchandise.

Our executive offices are located in approximately [removed: 302,000] [added: 356,000] square feet of owned buildings in Goodlettsville, Tennessee.

As of February [removed: 28, 2025,] [added: 27, 2026,] we also leased approximately [removed: 186,000] [added: 91,000] square feet of additional space in Goodlettsville, Tennessee to support merchandising initiatives and 85,000 square feet of additional office space outside the United [removed: States.][added: States to support foreign retail and sourcing operations.]

| Georgia | | 1,142 | | Ohio | | 1,039 | ​ |

| Indiana | | 724 | | Pennsylvania | | 1,005 | ​ |

| Louisiana | | 688 | | Tennessee | | 1,043 | ​ |

| Michigan | | 771 | | Virginia | ​ | 503 | ​ |

| Missouri | | 694 | ​ | Wisconsin | ​ | 301 | ​ |

| Georgia | | 1,134 | | Ohio | | 1,030 | ​ |

| Indiana | | 710 | | Pennsylvania | | 980 | ​ |

| Louisiana | | 681 | | Tennessee | | 1,032 | ​ |

| Michigan | | 759 | | Virginia | ​ | 499 | ​ |

| Missouri | | 689 | ​ | Wisconsin | ​ | 294 | ​ |

Information regarding our current executive officers as of March [removed: 21, 2025] [added: 20, 2026] is set forth below.

| Name | [added: ​ ​ ​] | Age | [added: ​ ​ ​] | Position |

| Todd J. Vasos | ​ | [removed: 63] [added: 64] | ​ | Chief Executive Officer and Director |

| [removed: Kelly M. Dilts] [added: Donny H. Lau] | ​ | [removed: 56] [added: 47] | ​ | Executive Vice President and Chief Financial Officer |

| Tracey N. Herrmann | ​ | [removed: 47] [added: 48] | ​ | Executive Vice President, Store Operations |

| Kathleen A. Reardon | ​ | [removed: 53] [added: 54] | ​ | Executive Vice President and Chief People Officer |

| [removed: Emily C. Taylor] [added: Bryan D. Wheeler] | ​ | [removed: 49] [added: 60] | ​ | Executive Vice President and Chief Merchandising Officer |

| Rhonda M. Taylor | ​ | [removed: 57] [added: 58] | ​ | Executive Vice President and General Counsel |

| Carman R. Wenkoff | ​ | [removed: 57] [added: 58] | ​ | Executive Vice President and Chief Information Officer |

| Roderick J. West | ​ | [removed: 53] [added: 54] | ​ | Executive Vice President, Global Supply Chain |

| Anita C. Elliott | ​ | [removed: 60] [added: 61] | ​ | Senior Vice President and Chief Accounting Officer |

Mr. Vasos [removed: currently serves] [added: has served] as our Chief Executive [removed: Officer, having] [added: Officer since October 2023 when he] returned to Dollar General [removed: in October 2023] after [added: previously] serving as our CEO from June 2015 to November 2022 and [added: then] as Senior Advisor from November 2022 until his retirement in April 2023.

Mr. Vasos has served as a director of KeyCorp since July [removed: 2020.][added: 2020 and as its lead independent director since January 2026.]

[removed: Ms. Dilts] [added: Mr. Lau] has served as Executive Vice President and Chief Financial Officer since [removed: May 2023.][added: October 2025.]

Mr. [removed: Deckard] [added: Wheeler] has served as Executive Vice [removed: President, Strategy] [added: President] and [removed: Development,] [added: Chief Merchandising Officer] since [removed: February] [added: November] 2025.

[removed: She has over 12 years of employment experience with Dollar General, including] [added: Prior to her current role, she served as our] Senior Vice President, Store Operations (February 2024 to February 2025); Senior Vice President, Channel Innovation (September 2020 to February 2024); Senior Vice President, Store Operations (May 2017 to September 2020); Vice President, Division Manager (March 2016 to May 2017); Vice President, Merchandising Support (April 2014 to March 2016); and Senior Director, Merchandising (January 2013 to April 2014).

Prior to joining Dollar General, Ms. Reardon held several [added: human resources] positions of increasing responsibility at Centex from August 2005 until September [removed: 2009, serving as Director of Human Resources from October 2007 until September] 2009.

Ms. E. Taylor has served as [removed: Executive Vice President and] Chief [removed: Merchandising] [added: Operating] Officer since [removed: September 2020.][added: November 2025.]

[removed: She joined Dollar General] [added: After joining the Company] in [removed: 1998 and] [added: 1998, Ms. E. Taylor] held roles of increasing responsibility in investor relations, financial planning and analysis, merchandise planning, pricing and merchandising operations prior to her promotion to Vice President, Pricing [removed: &] [added: and] Merchandise Data Optimization in March 2011.

She [added: then] served as Vice President, Merchandising Operations (March 2012 to April [removed: 2014) and] [added: 2014),] was subsequently promoted to Senior Vice President, General Merchandise Manager [removed: in April 2014.][added: (April 2014 to September 2019), served as Senior Vice President, Channel Innovation (September 2019 to September 2020), and was promoted to Executive Vice President and Chief Merchandising Officer (September 2020]

[removed: He has over 19 years of employment experience with Dollar General, including] [added: Prior to his current role, he served as our] Senior Vice President, Distribution (March 2021 to August 2023); Vice President, Perishable Growth and Development (January 2018 to March 2021); and Vice President, Process Improvement (August 2005 to January 2018).

| Emily C. Taylor | ​ | 50 | ​ | Chief Operating Officer |

Prior to rejoining Dollar General, Mr. Lau served as the Chief Financial Officer of Zaxby’s Franchising LLC from July 2023 to October 2025.

Prior to Zaxby’s, he served in roles of increasing responsibility within Dollar General’s Finance organization, including Senior Vice President, Finance, and Chief Strategy Officer (April 2023 to July 2023); Senior Vice President, Chief Strategy Officer (September 2022 to April 2023); Vice President, Investor Relations and Corporate Strategy (October 2019 to September 2022); and Vice President, Strategy and Corporate Development (March 2017 to October 2019).

Prior to joining the Company in 2017, Mr. Lau served in various financial planning, investor relations and corporate strategy roles of increasing responsibility at Yum!

Brands, Inc. from 2011 to 2017.

He also served as Vice President, Investment Banking, with Morgan Keegan & Company from 2010 to 2011, and with Morgan Joseph from 2004 to 2010.

to November 2025).

He has more than 40 years of merchandising, operations and planning experience.

Mr. Wheeler joined Dollar General as Vice President, Division Merchandise Manager, in July 2006 and was promoted to Senior Vice President, General Merchandise Manager, in October 2017.

As Senior Vice President, he was responsible for the categories within Family Care, including paper, home cleaning, pet and health & beauty, as well as for oversight, beginning in May 2024, of the Company’s global sourcing and private brands.

Throughout his tenure at Dollar General, he led various buying categories in both consumables and non-consumables.

Prior to joining Dollar General, Mr. Wheeler

spent over 20 years at Kmart in various store and corporate roles of increasing responsibility, which included store operations, supply chain and merchandising.

| Steven R. Deckard | ​ | 56 | ​ | Executive Vice President, Strategy and Development |

*​*

She joined Dollar General in July 2019 as Senior Vice President, Finance, overseeing financial planning and analysis; procurement; margin planning and analytics; decision science and analytics; and investor relations.

Prior to joining the Company, Ms. Dilts served as Executive Vice President and Chief Financial Officer at Francesca’s Holdings Corporation from April 2016 until July 2019.

Between February 1998 and April 2016, she held various positions of increasing responsibility in finance and investor relations with Tailored Brands, Inc., including Senior Vice President, Finance and Investor Relations (June 2014 to April 2016); Senior Vice President and Chief Accounting Officer (July 2012 to June 2014); Vice President, Finance (April 2003 to July 2012); Associate Vice President, Finance (April 2002 to April 2003); Financial Planning and Analysis Manager (March 2000 to April 2002); and Assistant Controller (February 1998 to March 2000).

She also served as the Controller for Olympia Enterprises from April 1993 to February 1998, after beginning her career with Deloitte & Touche in January 1990.

​

He has over 19 years of employment experience with Dollar General, including Executive Vice President, Store Operations and Development (January 2024 to February 2025); Executive Vice President, Growth and Emerging Markets (June 2023 to January 2024); Senior Vice President, Emerging Markets (March 2021 to June 2023); Senior Vice President, Store Operations (March 2015 to March 2021); Vice President, Store Operations (October 2012 to March 2015); Vice President, Financial Planning and Shrink Improvement (March 2012 to October 2012); Vice President, Loss Prevention and Shrink Improvement (November 2010 to March 2012); Senior Director, Store Operations (October 2007 to November 2010); Director, Store Operations (February 2007 to October 2007); and Regional Director (February 2006 to February 2007).

Prior to joining Dollar General, Mr. Deckard held various store operations positions with Walmart Inc. from November 1990 to April 2005.

She most recently served as Senior Vice President, Channel Innovation (September 2019 to September 2020).

_Involvement in Legal Proceedings_.

Ms. Dilts served as Executive Vice President and Chief Financial Officer at Francesca’s Holdings Corporation from April 2016 until July 2019.

On December 3, 2020, Francesca’s Holdings Corporation filed voluntary petitions for relief under Chapter 11 of Title 11 of the Bankruptcy Code.

The Chapter 11 Plan of Liquidation was confirmed on July 20, 2021.

Our common stock is traded on the New York Stock Exchange under the symbol “DG.” On March [removed: 19, 2025,] [added: 18, 2026,] there were approximately [removed: 2,601] [added: 2,462] shareholders of record of our common stock.

While our Board of Directors [removed: currently] expects to continue regular quarterly cash dividends, [added: ultimately] the declaration and amount of future cash dividends are subject to the Board’s sole discretion and will depend upon, among other things, our results of operations, cash requirements, financial condition, contractual restrictions, excess debt capacity, and other factors that the Board may deem relevant in its sole discretion.

To the Shareholders and the Board of Directors of [added: Dollar General Corporation]

We have audited the accompanying consolidated balance sheets of Dollar General Corporation and subsidiaries (the Company) as of January [removed: 31, 2025] [added: 30, 2026] and [removed: February 2, 2024,] [added: January 31, 2025,] the related consolidated statements of income, comprehensive income, shareholders' equity and cash flows for each of the three years in the period ended January [removed: 31, 2025,] [added: 30, 2026,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at January [removed: 31, 2025] [added: 30, 2026] and [removed: February 2, 2024,] [added: January 31, 2025,] and the results of its operations and its cash flows for each of the three years in the period ended January [removed: 31, 2025,] [added: 30, 2026,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of January [removed: 31, 2025,] [added: 30, 2026,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated March [removed: 21, 2025,] [added: 20, 2026,] expressed an unqualified opinion thereon.

| _Description of the Matter_ | The Company records expenses and reserves for workers’ compensation matters related to alleged work-related employee accidents and injuries, as well as general liability matters related to alleged non-employee incidents and injuries. At January [removed: 31, 2025,] [added: 30, 2026,] the Company’s reserves for self-insurance risks were [removed: $334.4] [added: $377.6] million, which includes workers’ compensation and general liability reserves. As discussed in Note 1 of the consolidated financial statements, the Company retains a significant portion of risk related to its workers’ compensation and general liability exposures. Accordingly, provisions are recorded for the Company’s estimates of such losses. The undiscounted future claim costs for the workers’ compensation and general liability exposures are estimated using actuarial methods. ​ Auditing management’s assessment of the recorded workers’ compensation and general liability self-insurance exposure reserves was complex and judgmental due to the significant assumptions required in projecting the exposure on incurred claims (including those which have not been reported to the Company). In particular, the estimate was sensitive to significant assumptions such as loss development factors, trend factors, and pure loss rates. | |

[removed: March 21, 2025][added: | ​ | ​ | 2025 | | | | | | | ​ |]

| ​ | [removed: ​] [added: ​ ​ ​] | January [added: 30, | | ​ ​ ​ | January] 31, | | [removed: ​] [added: ​ ​ ​] | February 2, | | [removed: ​] |

| ​ | ​ | [added: 2026 | | ​ |] 2025 | | ​ | 2024 | | |

| Cash and cash [removed: equivalents | ​] [added: equivalents, beginning of period] | [removed: $] | 932,576 | ​ | [removed: $] | 537,283 | ​ | [added: | 381,576 | ​ |]

| Merchandise inventories | ​ | | [removed: 6,711,242] [added: 6,331,861] | ​ | | [removed: 6,994,266] [added: 6,711,242] | ​ |

| Income taxes receivable | ​ | ​ | [removed: 127,132] [added: 17,158] | ​ | ​ | [removed: 112,262] [added: 127,132] | ​ |

| Prepaid expenses and other current assets | ​ | | [removed: 392,975] [added: 410,283] | ​ | | [removed: 366,913] [added: 392,975] | ​ |

| Total current assets | ​ | | [removed: 8,163,925] [added: 7,897,803] | ​ | | [removed: 8,010,724] [added: 8,163,925] | ​ |

| Net property and equipment | ​ | | [removed: 6,209,481] [added: 6,398,589] | ​ | | [removed: 6,087,722] [added: 6,209,481] | ​ |

| Operating lease assets | ​ | ​ | [removed: 11,163,763] [added: 11,072,500] | ​ | ​ | [removed: 11,098,228] [added: 11,163,763] | ​ |

| Other intangible assets, net | ​ | | [removed: 1,199,700] [added: 1,200,050] | ​ | | 1,199,700 | ​ |

| Other assets, net | ​ | | [removed: 57,275] [added: 56,199] | ​ | | [removed: 60,628] [added: 57,275] | ​ |

| Total assets | ​ | $ | [removed: 31,132,733] [added: 30,963,730] | ​ | $ | [removed: 30,795,591] [added: 31,132,733] | ​ |

| Current portion of long-term obligations | ​ | $ | [removed: 519,463] [added: 14,401] | ​ | $ | [removed: 768,645] [added: 519,463] | ​ |

| Current portion of operating lease liabilities | ​ | ​ | [removed: 1,460,114] [added: 1,532,489] | ​ | ​ | [removed: 1,387,083] [added: 1,460,114] | ​ |

| Accounts payable | ​ | | [removed: 3,833,133] [added: 4,051,592] | ​ | ​ | [removed: 3,587,374] [added: 3,833,133] | ​ |

| Accrued expenses and other | ​ | | [removed: 1,045,856] [added: 1,263,296] | ​ | ​ | [removed: 971,890] [added: 1,045,856] | ​ |

| Income taxes payable | ​ | | [removed: 10,136] [added: 99,357] | ​ | ​ | [removed: 10,709] [added: 10,136] | ​ |

| Total current liabilities | ​ | | [removed: 6,868,702] [added: 6,961,135] | ​ | | [removed: 6,725,701] [added: 6,868,702] | ​ |

| Long-term obligations | ​ | | [removed: 5,719,025] [added: 4,565,881] | ​ | | [removed: 6,231,539] [added: 5,719,025] | ​ |

| Long-term operating lease liabilities | ​ | ​ | [removed: 9,764,783] [added: 9,605,885] | ​ | ​ | [removed: 9,703,499] [added: 9,764,783] | ​ |

| Deferred income taxes | ​ | | [removed: 1,103,701] [added: 1,038,863] | ​ | | [removed: 1,133,784] [added: 1,103,701] | ​ |

| Other liabilities | ​ | | [removed: 262,815] [added: 280,004] | ​ | | [removed: 251,949] [added: 262,815] | ​ |

| Commitments and contingencies [added: (Note 7)] | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| Common stock; $0.875 par value, 1,000,000 shares authorized, [removed: 219,939] [added: 220,222] and [removed: 219,663] [added: 219,939] shares issued and outstanding at January [removed: 31, 2025] [added: 30, 2026] and [removed: February 2, 2024,] [added: January 31, 2025,] respectively | ​ | | [removed: 192,447] [added: 192,694] | ​ | | [removed: 192,206] [added: 192,447] | ​ |

| Additional paid-in capital | ​ | | [removed: 3,812,590] [added: 3,909,593] | ​ | | [removed: 3,757,005] [added: 3,812,590] | ​ |

| Retained earnings | ​ | | [removed: 3,405,683] [added: 4,398,466] | ​ | | [removed: 2,799,415] [added: 3,405,683] | ​ |

| Accumulated other comprehensive income (loss) | ​ | | [removed: 2,987] [added: 11,209] | ​ | | [removed: 493] [added: 2,987] | ​ |

| Total shareholders’ equity | ​ | | [removed: 7,413,707] [added: 8,511,962] | ​ | | [removed: 6,749,119] [added: 7,413,707] | ​ |

| Total liabilities and shareholders' equity | ​ | $ | [removed: 31,132,733] [added: 30,963,730] | ​ | $ | [removed: 30,795,591] [added: 31,132,733] | ​ |

| ​ | [removed: |] January [removed: 31,] [added: 30,] | | [added: ​ ​ ​] | [removed: February 2,] [added: January 31,] | | [added: ​ ​ ​] | February [removed: 3,] [added: 2,] | | |

| [removed: ​] [added: (In thousands)] | [added: ​] ​ [added: ​] | 2025 | | [removed: ​] [added: ​ ​ ​] | 2024 | | [removed: ​] [added: ​ ​ ​] | 2023 | | |

| Net sales | ​ | $ | [removed: 40,612,308] [added: 42,724,369] | ​ | $ | [removed: 38,691,609] [added: 40,612,308] | ​ | $ | [removed: 37,844,863] [added: 38,691,609] | ​ |

| Cost of goods sold | ​ | | [removed: 28,594,811] [added: 29,624,680] | ​ | | [removed: 26,972,585] [added: 28,594,811] | ​ | | [removed: 26,024,765] [added: 26,972,585] | ​ |

| Gross profit | ​ | | [removed: 12,017,497] [added: 13,099,689] | ​ | | [removed: 11,719,024] [added: 12,017,497] | ​ | | [removed: 11,820,098] [added: 11,719,024] | ​ |

March 20, 2026

| ​ | ​ | 2026 | | ​ | 2025 | | |

| Total liabilities | ​ | ​ | 22,451,768 | ​ | ​ | 23,719,026 | ​ |

| ​ | 2026 | | ​ | 2025 | | ​ | 2024 | | |

| Net income | | — | ​ | | — | ​ | | — | ​ | | 1,512,311 | ​ | | — | ​ | | 1,512,311 | ​ |

| Balances, January 30, 2026 | | 220,222 | ​ | $ | 192,694 | ​ | $ | 3,909,593 | ​ | $ | 4,398,466 | ​ | $ | 11,209 | ​ | $ | 8,511,962 | ​ |

| ​ | 2026 | | ​ | 2025 | | ​ | 2024 | | |

| Net income | $ | 1,512,311 | ​ | $ | 1,125,253 | ​ | $ | 1,661,274 | ​ |

| Loss on debt retirement | | 8,509 | ​ | | — | ​ | | — | ​ |

| (In thousands) | ​ | Life | | | ​ | 2026 | | ​ | 2025 | | |

| ​ | ​ | ​ | ​ | ​ | ​ | | 12,184,746 | ​ | | 11,322,077 | ​ |

The evaluation is performed primarily at

carrying amount of goodwill allocated to the reporting unit.

| ​ | ​ ​ ​ | January 30, | | ​ ​ ​ | January 31, | | |

| ​ | ​ | $ | 1,263,296 | ​ | $ | 1,045,856 | ​ |

model.

In September 2025, the FASB issued new amendments to the accounting for internal-use software.

The amendments remove all references to prescriptive and sequential software development stages.

The update is

The Company is currently assessing the impact of the adoption of this update to its consolidated financial condition, results of operations, and cash flows.

| Basic earnings per share | ​ | $ | 1,512,311 | | 220,090 | ​ | $ | 6.87 | ​ |

| Diluted earnings per share | ​ | $ | 1,512,311 | | 220,814 | ​ | $ | 6.85 | ​ |

| ​ | ​ ​ ​ | ​ | ​ | ​ ​ ​ | Weighted | ​ ​ ​ | ​ | ​ | |

| ​ | ​ ​ ​ | ​ | ​ | ​ ​ ​ | Weighted | ​ ​ ​ | ​ | ​ | |

| Foreign Tax Effects | ​ | ​ | (2,415) | ​ | (0.1) | ​ | ​ | (4,188) | ​ | (0.3) | ​ | ​ | (1,973) | ​ | (0.1) | ​ |

| Effect of changes in tax laws or rates enacted in the current period | ​ | ​ | — | ​ | — | ​ | ​ | — | ​ | — | ​ | ​ | — | ​ | — | ​ |

| Effect of cross-border tax laws | ​ | ​ | 6,567 | ​ | 0.3 | ​ | ​ | 3,658 | ​ | 0.3 | ​ | ​ | 1,191 | ​ | 0.1 | ​ |

| Tax Credits | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| Jobs tax credits | ​ | ​ | (41,992) | ​ | (2.1) | ​ | ​ | (41,684) | ​ | (2.9) | ​ | ​ | (43,144) | ​ | (2.0) | ​ |

| Other | ​ | ​ | (150) | ​ | — | ​ | ​ | (49) | ​ | — | ​ | ​ | (120) | ​ | — | ​ |

| Changes in valuation allowances | ​ | ​ | — | ​ | — | ​ | ​ | — | ​ | — | ​ | ​ | — | ​ | — | ​ |

| Nontaxable or nondeductible items | ​ | ​ | 23,960 | ​ | 1.2 | ​ | ​ | 13,428 | ​ | 0.9 | ​ | ​ | 10,158 | ​ | 0.4 | ​ |

| Other | ​ | | (1,814) | | (0.1) | ​ | | 7,717 | | 0.5 | ​ | | 1,998 | | 0.1 | ​ |

| (a) | For the 2025 year, taxes in Illinois, Texas, Pennsylvania, Florida, New York, Michigan, California, and Alabama made up the majority of state taxes. |

The Company receives a significant income tax benefit from wages paid to certain newly hired employees who qualify for federal jobs credits, principally the Work Opportunity Tax Credit (“WOTC”).

The WOTC program previously authorized under the Consolidated Appropriations Act of 2021 expired for employees hired after December 31, 2025.

For 2025, the expiration of the WOTC program had an immaterial impact on our effective tax rate.

Absent reauthorization, the Company will experience a significant negative impact to the effective tax rate in future years.

| Taxes Paid | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ |

| Federal | ​ | $ | 268,355 | ​ | $ | 311,083 | ​ | $ | 299,955 | ​ |

Dollar General Corporation

| Balances, January 28, 2022 | | 230,016 | ​ | $ | 201,265 | ​ | $ | 3,587,914 | ​ | $ | 2,473,999 | ​ | $ | (1,192) | ​ | $ | 6,261,986 | ​ |

| Net income | | — | ​ | | — | ​ | | — | ​ | | 2,415,989 | ​ | | — | ​ | | 2,415,989 | ​ |

| Repurchases of common stock | | (11,643) | ​ | | (10,188) | ​ | | — | ​ | | (2,737,826) | ​ | | — | ​ | | (2,748,014) | ​ |

| Excise tax incurred on common stock repurchases | ​ | — | ​ | ​ | — | ​ | ​ | — | ​ | ​ | (2,290) | ​ | ​ | — | ​ | ​ | (2,290) | ​ |

| Repurchases of common stock | | — | ​ | | — | ​ | | (2,748,014) | ​ |

| ​ | ​ | ​ | ​ | ​ | ​ | | 11,322,077 | ​ | | 10,598,226 | ​ |

assets and liabilities.

If it is, the impairment recognized would be equal to the

| ​ | ​ | $ | 1,045,856 | ​ | $ | 971,890 | ​ |

| ​ | ​ | ​ | ​ |

| --- | --- | --- | --- |

The Company previously recorded a loss on the settlement of derivatives associated with the issuance of long-term debt in 2013 which was deferred to other comprehensive income and was being amortized as an increase to interest expense over the 10-year period of the debt’s maturity, through 2023.

In September 2022, the Financial Accounting Standards Board (“FASB”) issued new required disclosures for supplier finance programs.

These disclosures are intended to enhance the transparency about the use of supplier finance programs for investors.

The amendments are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with the exception of the disclosure of rollforward information, which is effective for fiscal years beginning after December 15, 2023.

In November 2023, the FASB issued an update to the required disclosures for segment reporting.

The update is intended to improve reportable segment disclosures, primarily through enhanced disclosures about

significant segment expenses.

The Company adopted the required disclosures for this update for fiscal year 2024.

The Company is currently assessing the impact of the adoption of this required disclosure.

| ​ | ​ | 2022 | | | | | | | ​ |

| Basic earnings per share | ​ | $ | 2,415,989 | | 225,148 | ​ | $ | 10.73 | ​ |

| Diluted earnings per share | ​ | $ | 2,415,989 | | 226,297 | ​ | $ | 10.68 | ​ |

| Jobs credits, net of federal income taxes | ​ | | (33,345) | | (2.3) | ​ | | (34,279) | | (1.6) | ​ | | (37,639) | | (1.2) | ​ |

| Other, net | ​ | | 12,227 | | 0.8 | ​ | | (429) | | — | ​ | | 1,641 | | 0.1 | ​ |

| Accrued rent | ​ | | 195 | ​ | | 306 | ​ |

| ​ | ​ | | 2,989,418 | ​ | | 2,963,548 | ​ |

If enacted, the Company does not believe it will have a material impact on tax expense.

Cash paid for

| 2025 | ​ | $ | 1,921,426 | ​ |

| 2026 | ​ | | 1,826,594 | ​ |

| 2027 | ​ | | 1,694,935 | ​ |

| 2028 | ​ | | 1,524,602 | ​ |

| 2029 | ​ | | 1,322,309 | ​ |

| Thereafter | ​ | | 5,471,916 | ​ |

| 364-Day Revolving Facility | ​ | ​ | — | ​ | ​ | — | ​ |

| 4.250% Senior Notes due September 20, 2024 (net of discount of $0 and $230) | ​ | ​ | — | ​ | ​ | 749,770 | ​ |

| ​ | ​ | $ | 6,238,488 | ​ | $ | 7,000,184 | ​ |

Benchmark Administration Limited) plus a credit spread adjustment of 0.10%) or (b) a base rate (which is usually equal to the prime rate).

Based on its assessment, management has concluded that our internal control over financial reporting is effective as of January [removed: 31, 2025.][added: 30, 2026.]

To the Shareholders and the Board of Directors of [added: Dollar General Corporation]

We have audited Dollar General Corporation and subsidiaries’ internal control over financial reporting as of January [removed: 31, 2025,] [added: 30, 2026,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, Dollar General Corporation and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of January [removed: 31, 2025,] [added: 30, 2026,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [removed: 2024] [added: 2025] consolidated financial statements of the Company and our report dated March [removed: 21, 2025,] [added: 20, 2026,] expressed an unqualified opinion thereon.

_(d) Changes in Internal Control Over Financial Reporting._ There have been no changes during the quarter ended January [removed: 31, 2025,] [added: 30, 2026,] in our internal control over financial reporting (as defined in Exchange Act Rule 13a-15(f) or Rule 15d-15(f)) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

March 20, 2026

Dollar General Corporation

March 21, 2025

_Insider Trading Arrangements._ During our fiscal quarter ended January [removed: 31, 2025,] [added: 30, 2026,] none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” (as such terms are defined in Item 408 of Regulation S-K).

_(a) Information Regarding Directors and Executive Officers._ The information required by this Item 10 regarding our directors and director nominees is contained under the captions “Who are the nominees this year” and “Are there any family relationships between any of the directors, executive officers or nominees,” in each case under the heading “Proposal 1: Election of Directors” in our definitive Proxy Statement to be filed for our Annual Meeting of Shareholders to be held on May [removed: 29, 2025] [added: 28, 2026] (the [removed: “2025] [added: “2026] Proxy Statement”), which information under such captions is incorporated herein by reference.

_(b) Code of Business Conduct and Ethics._ We have adopted a Code of Business Conduct and Ethics [added: (the “Code of Ethics”)] that applies to all of our employees, officers and Board members.

[removed: This] [added: The] Code [added: of Ethics] is posted on our Internet website at https://investor.dollargeneral.com.

If we choose to no longer post [removed: such Code,] [added: the Code of Ethics,] we will provide a free copy to any person upon written request to Dollar General Corporation, c/o Investor Relations Department, 100 Mission Ridge, Goodlettsville, TN 37072.

[removed: Rowland] [added: Calbert] and Debra A.

Information required by this Item 10 regarding persons determined by our Board of Directors to be audit committee financial experts is contained under the caption “Does an audit committee financial expert serve on the Audit Committee,” under the heading “Corporate Governance” in the [removed: 2025] [added: 2026] Proxy Statement, which information is incorporated herein by reference.

The Company has adopted an insider trading policy that governs [added: and contains procedures regarding] the purchase, sale, and/or other transactions of our securities by our directors, officers and employees.

Bryant, Michael M.

Bryant, David P.

The information required by this Item 11 regarding director and executive officer compensation, the Compensation Committee Report, the risks arising from our compensation policies and practices for employees, pay ratio disclosure, compensation committee interlocks and insider participation, and the Company’s policies and practices related to the grant timing of certain equity awards is contained under the captions “Director Compensation” and “Executive Compensation” in the [removed: 2025] [added: 2026] Proxy Statement, which information under such captions (but not including information under the “Pay Versus Performance” heading under the caption “Executive Compensation”) is incorporated herein by reference.

_(a) Equity Compensation Plan Information._ The following table sets forth information about securities authorized for issuance under our compensation plans (including individual compensation arrangements) as of January [removed: 31, 2025:][added: 30, 2026:]

| ​ | [added: ​ ​ ​] | ​ | [added: ​ ​ ​] | ​ | ​ | [added: ​ ​ ​] | Number of | |

_(b) Other Information._ The information required by this Item 12 regarding security ownership of certain beneficial owners and our management is contained under the [removed: headings “Security Ownership of Certain Beneficial Owners” and “Security Ownership of Officers and Directors,” in each case under the] caption “Security Ownership” in the [removed: 2025] [added: 2026] Proxy Statement, which information under such caption is incorporated herein by reference.

| Equity compensation plans approved by security holders(1) | | 4,653,023 | ​ | $ | 163.64 | | 8,097,623 | ​ |

| Total(1) | | 4,653,023 | ​ | $ | 163.64 | | 8,097,623 | ​ |

| Equity compensation plans approved by security holders(1) | | 3,739,420 | ​ | $ | 160.60 | | 9,190,953 | ​ |

| Total(1) | | 3,739,420 | ​ | $ | 160.60 | | 9,190,953 | ​ |

The information required by this Item 13 regarding certain relationships and related transactions is contained under the caption “Transactions with Management and Others” in the [removed: 2025] [added: 2026] Proxy Statement, which information under such caption is incorporated herein by reference.

The information required by this Item 13 regarding director independence is contained under the caption “Director Independence” in the [removed: 2025] [added: 2026] Proxy Statement, which information under such caption is incorporated herein by reference.

The information required by this Item 14 regarding fees we paid to our principal accountant and the pre-approval policies and procedures established by the Audit Committee of our Board of Directors is contained under the caption “Fees Paid to Auditors” in the [removed: 2025] [added: 2026] Proxy Statement, which information under such caption is incorporated herein by reference.

| 3.1 | [added: ​ ​ ​] | [Amended and Restated Charter of Dollar General Corporation (effective May 28, 2021) (incorporated by reference to Exhibit 3.1 to Dollar General Corporation’s Current Report on Form 8-K dated May 26, 2021, filed with the SEC on June 1, 2021 (file no. 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465921074393/tm2117296d1_ex3-1.htm) |

| 4.1 | ​ | [Form of [removed: 4.150%] [added: 4.125%] Senior Notes due [removed: 2025] [added: 2028] (included in Exhibit [removed: 4.12)] [added: 4.9)] (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated [removed: October 15, 2015,] [added: April 10, 2018,] filed with the SEC on [removed: October 20, 2015] [added: April 10, 2018] (file no. [removed: 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465915071576/a15-21309_1ex4d1.htm)] [added: 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465918023256/a18-9686_1ex4d1.htm)] |

| 4.2 | ​ | [Form of [removed: 3.875%] [added: 5.200%] Senior Notes due [removed: 2027] [added: 2028] (included in Exhibit [removed: 4.13)] [added: 4.14)] (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated [removed: April 11, 2017,] [added: June 5, 2023,] filed with the SEC on [removed: April 11, 2017] [added: June 7, 2023] (file no. [removed: 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465917022879/a17-11061_1ex4d1.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-1.htm)] |

| [removed: 4.3] [added: 4.7] | ​ | [Form of [removed: 4.625%] [added: 5.500%] Senior Notes due [removed: 2027] [added: 2052] (included in Exhibit [removed: 4.17)] [added: 4.13)] (incorporated by reference to Exhibit [removed: 4.3] [added: 4.7] to Dollar General Corporation’s Current Report on Form 8-K dated September 20, 2022, filed with the SEC on September 20, 2022 (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-3.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-7.htm)] |

| [removed: 4.4] [added: 4.9] | ​ | [removed: [Form] [added: [Seventh Supplemental Indenture, dated as] of [removed: 4.125% Senior Notes due 2028 (included in Exhibit 4.14)] [added: April 10, 2018, between Dollar General Corporation and U.S. Bank National Association, as trustee] (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated April 10, 2018, filed with the SEC on April 10, 2018 (file no. 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465918023256/a18-9686_1ex4d1.htm) |

| 4.5 | ​ | [Form of [removed: 5.200%] [added: 5.450%] Senior Notes due [removed: 2028] [added: 2033] (included in Exhibit [removed: 4.20)] [added: 4.15)] (incorporated by reference to Exhibit [removed: 4.1] [added: 4.3] to Dollar General Corporation’s Current Report on Form 8-K dated June 5, 2023, filed with the SEC on June 7, 2023 (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-1.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-3.htm)] |

| [removed: 4.6] [added: 4.3] | ​ | [Form of 3.500% Senior Notes due 2030 (included in Exhibit [removed: 4.15)] [added: 4.10)] (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated April 3, 2020, filed with the SEC on April 3, 2020 (file no. 001-11421))](https://www.sec.gov/Archives/edgar/data/0000029534/000110465920043221/tm2014231d4_ex4-1.htm) |

| [removed: 4.7] [added: 4.4] | ​ | [Form of 5.000% Senior Notes due 2032 (included in Exhibit [removed: 4.18)] [added: 4.12)] (incorporated by reference to Exhibit 4.5 to Dollar General Corporation’s Current Report on Form 8-K dated September 20, 2022, filed with the SEC on September 20, 2022 (file no. 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-5.htm) |

| [removed: 4.8] [added: 4.6] | ​ | [Form of [removed: 5.450%] [added: 4.125%] Senior Notes due [removed: 2033] [added: 2050] (included in Exhibit [removed: 4.21)] [added: 4.11)] (incorporated by reference to Exhibit 4.3 to Dollar General Corporation’s Current Report on Form 8-K dated [removed: June 5, 2023,] [added: April 3, 2020,] filed with the SEC on [removed: June 7, 2023] [added: April 3, 2020] (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-3.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/0000029534/000110465920043221/tm2014231d4_ex4-3.htm)] |

| [removed: 4.9] [added: 4.11] | ​ | [removed: [Form] [added: [Ninth Supplemental Indenture, dated as] of [removed: 4.125% Senior Notes due 2050 (included in Exhibit 4.16)] [added: April 3, 2020, between Dollar General Corporation and U.S. Bank National Association, as trustee] (incorporated by reference to Exhibit 4.3 to Dollar General Corporation’s Current Report on Form 8-K dated April 3, 2020, filed with the SEC on April 3, 2020 (file no. 001-11421))](https://www.sec.gov/Archives/edgar/data/0000029534/000110465920043221/tm2014231d4_ex4-3.htm) |

| [removed: 4.10] [added: 4.13] | ​ | [removed: [Form] [added: [Thirteenth Supplemental Indenture, dated as] of [removed: 5.500% Senior Notes due 2052 (included in Exhibit 4.19)] [added: September 20, 2022, between Dollar General Corporation and U.S. Bank Trust Company, National Association, as trustee] (incorporated by reference to Exhibit 4.7 to Dollar General Corporation’s Current Report on Form 8-K dated September 20, 2022, filed with the SEC on September 20, 2022 (file no. 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-7.htm) |

| [removed: 4.11] [added: 4.8] | ​ | [Indenture, dated as of July 12, 2012, between Dollar General Corporation, as issuer, and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated July 12, 2012, filed with the SEC on July 17, 2012 (file no. 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000104746912007227/a2210217zex-4_1.htm) |

| 4.12 | ​ | [removed: [Fifth] [added: [Twelfth] Supplemental Indenture, dated as of [removed: October] [added: September] 20, [removed: 2015,] [added: 2022,] between Dollar General [removed: Corporation, as issuer,] [added: Corporation] and U.S. Bank [added: Trust Company,] National Association, as trustee (incorporated by reference to Exhibit [removed: 4.1] [added: 4.5] to Dollar General Corporation’s Current Report on Form 8-K dated [removed: October 15, 2015,] [added: September 20, 2022,] filed with the SEC on [removed: October] [added: September] 20, [removed: 2015] [added: 2022] (file no. [removed: 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465915071576/a15-21309_1ex4d1.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-5.htm)] |

| [removed: 4.13] [added: 4.10] | ​ | [removed: [Sixth] [added: [Eighth] Supplemental Indenture, dated as of April [removed: 11, 2017,] [added: 3, 2020,] between Dollar General Corporation and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated April [removed: 11, 2017,] [added: 3, 2020,] filed with the SEC on April [removed: 11, 2017] [added: 3, 2020] (file no. [removed: 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465917022879/a17-11061_1ex4d1.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/0000029534/000110465920043221/tm2014231d4_ex4-1.htm)] |

| 4.14 | ​ | [removed: [Seventh] [added: [Fourteenth] Supplemental Indenture, dated as of [removed: April 10, 2018,] [added: June 7, 2023,] between Dollar General Corporation and U.S. Bank [added: Trust Company,] National Association, as trustee (incorporated by reference to Exhibit 4.1 to Dollar General Corporation’s Current Report on Form 8-K dated [removed: April 10, 2018,] [added: June 5, 2023,] filed with the SEC on [removed: April 10, 2018] [added: June 7, 2023] (file no. [removed: 001-11421))](http://www.sec.gov/Archives/edgar/data/29534/000110465918023256/a18-9686_1ex4d1.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-1.htm)] |

| 4.15 | ​ | [removed: [Eighth] [added: [Fifteenth] Supplemental Indenture, dated as of [removed: April 3, 2020,] [added: June 7, 2023,] between Dollar General Corporation and U.S. Bank [added: Trust Company,] National Association, as trustee (incorporated by [removed: reference] [added: refence] to Exhibit [removed: 4.1] [added: 4.3] to Dollar General Corporation’s Current Report on Form 8-K dated [removed: April 3, 2020,] [added: June 5, 2023,] filed with the SEC on [removed: April 3, 2020] [added: June 7, 2023] (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/0000029534/000110465920043221/tm2014231d4_ex4-1.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-3.htm)] |

| [removed: 4.16] [added: 10.58] | ​ | [removed: [Ninth Supplemental Indenture, dated as of April 3, 2020,] [added: [Amendment to Employment Agreement by and] between Dollar General Corporation and [removed: U.S. Bank National Association, as trustee] [added: Emily C. Taylor, effective November 16, 2025] (incorporated by reference to Exhibit [removed: 4.3] [added: 10.1] to Dollar General Corporation’s Current Report on Form 8-K dated [removed: April 3, 2020,] [added: November 12, 2025,] filed with the SEC on [removed: April 3, 2020] [added: November 13, 2025] (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/0000029534/000110465920043221/tm2014231d4_ex4-3.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000110465925111359/tm2530935d1_ex10-1.htm)] |

| [removed: 4.17] [added: 10.59] | ​ | [removed: [Eleventh Supplemental Indenture, dated as of September 20, 2022,] [added: [Amendment to Employment Agreement by and] between Dollar General Corporation and [removed: U.S. Bank Trust Company, National Association, as trustee] [added: Steven R. Deckard, effective November 12, 2025] (incorporated by reference to Exhibit [removed: 4.3] [added: 10.1] to Dollar General Corporation’s Current Report on Form [removed: 8-K] [added: 8-K/A] dated [removed: September 20, 2022,] [added: November 12, 2025,] filed with the SEC on [removed: September 20, 2022] [added: November 17, 2025] (file no. [removed: 001-11421)](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-3.htm))] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000110465925113199/tm2530935d1_ex10-1.htm)] |

| [removed: 4.18] [added: 4.16] | ​ | [removed: [Twelfth Supplemental Indenture,] [added: [Amended and Restated Credit Agreement,] dated as of September [removed: 20, 2022, between] [added: 3, 2024 among] Dollar General [removed: Corporation and U.S. Bank Trust Company, National Association,] [added: Corporation,] as [removed: trustee] [added: borrower, Citibank, N.A., as administrative agent, and the other credit parties and lenders party thereto] (incorporated by reference to Exhibit [removed: 4.5] [added: 4.1] to Dollar General Corporation’s Current Report on Form 8-K dated September [removed: 20, 2022,] [added: 3, 2024,] filed with the SEC on September [removed: 20, 2022] [added: 3, 2024] (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-5.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465924096418/tm2423136d1_ex4-1.htm)] |

| [removed: 4.19] [added: 4.17] | ​ | [removed: [Thirteenth Supplemental Indenture,] [added: [Amendment No. 1 to the Credit Agreement,] dated as of [removed: September 20, 2022, between] [added: March 11, 2025, among] Dollar General [removed: Corporation and U.S. Bank Trust Company, National Association,] [added: Corporation,] as [removed: trustee] [added: borrower, Citibank, N.A., as administrative agent, and the other credit parties and lenders party thereto] (incorporated by reference to Exhibit [removed: 4.7] [added: 4.2] to Dollar General Corporation’s Current Report on Form 8-K dated [removed: September 20, 2022,] [added: March 11, 2025] filed with the SEC on [removed: September 20, 2022] [added: March 13, 2025] (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465922101622/tm2225937d1_ex4-7.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465925023210/tm258818d1_ex4-2.htm)] |

| [removed: 4.20] [added: 10.52] | ​ | [removed: [Fourteenth Supplemental Indenture, dated as of June 7, 2023,] [added: [Stock Option Award Agreement] between Dollar General Corporation and [removed: U.S. Bank Trust Company, National Association, as trustee] [added: Todd J. Vasos dated October 17, 2023] (incorporated by reference to Exhibit [removed: 4.1] [added: 10.3] to Dollar General Corporation’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K dated June 5,] [added: 10-Q for the fiscal quarter ended November 3,] 2023, filed with the SEC on [removed: June] [added: December] 7, [removed: 2023] [added: 2023)] (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465923068957/tm2317629d7_ex4-1.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837023019576/dg-20231103xex10d3.htm)] |

| [removed: 4.22] [added: 10.55] | ​ | [removed: [Amended and Restated Credit Agreement, dated as] [added: [Form] of [removed: September 3, 2024 among Dollar General Corporation, as borrower, Citibank, N.A., as administrative agent, and the other credit parties and lenders party thereto] [added: Executive Vice President Employment Agreement with attached Schedule of Executive Officers who have executed an employment agreement in such form] (incorporated by reference to Exhibit [removed: 4.1] [added: 99] to Dollar General Corporation’s Current Report on Form 8-K dated [removed: September 3,] [added: April 4,] 2024, filed with the SEC on [removed: September 3,] [added: April 8,] 2024 (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465924096418/tm2423136d1_ex4-1.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000110465924044761/tm2410393d1_ex99.htm)] |

| [removed: 4.23] [added: 19] | ​ | [removed: [Amendment No. 1 to the Credit Agreement, dated as of March 11, 2025, among Dollar] [added: [Dollar] General [removed: Corporation, as borrower, Citibank, N.A., as administrative agent, and the other credit parties and lenders party thereto] [added: Corporation Insider Trading Policy] (incorporated by reference to Exhibit [removed: 4.2] [added: 19] to Dollar General Corporation’s [removed: Current] [added: Annual] Report on Form [removed: 8-K dated March 11, 2025] [added: 10-K for the fiscal year ended January 31, 2025,] filed with the SEC on March [removed: 13,] [added: 21,] 2025 (file no. [removed: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465925023210/tm258818d1_ex4-2.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000155837025003413/dg-20250131xex19.htm)] |

| [removed: 4.24] [added: 4.18] | ​ | [Material terms of outstanding securities registered under Section 12 of the Securities Exchange Act of 1934, as amended, as required by Item 202(a)-(d) and (f) of Regulation [removed: S-K](https://www.sec.gov/Archives/edgar/data/29534/000155837025003413/dg-20250131xex4d24.htm)] [added: S-K (incorporated by reference to Exhibit 4.24 to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended January 31, 2025, filed with the SEC on March 21, 2025 (file no. 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000155837025003413/dg-20250131xex4d24.htm)] |

| [removed: 10.3] [added: 10.27] | ​ | [Form of [added: Restricted] Stock [removed: Option] [added: Unit] Award Agreement (approved [removed: August 26,] [added: December 3,] 2014) for [removed: annual] awards beginning [removed: March] [added: February] 2015 and prior to [removed: March] [added: May] 2016 to [removed: certain employees] [added: non-employee directors] of Dollar General Corporation pursuant to the Amended and Restated 2007 Stock Incentive Plan (incorporated by reference to Exhibit [removed: 10.2] [added: 10.7] to Dollar General Corporation’s Quarterly Report on Form 10-Q for the fiscal quarter ended October 31, 2014, filed with the SEC on December 4, 2014 (file no. [removed: 001-11421))*](http://www.sec.gov/Archives/edgar/data/29534/000110465914084786/a14-21036_1ex10d2.htm)] [added: 001-11421))](https://www.sec.gov/Archives/edgar/data/29534/000110465914084786/a14-21036_1ex10d7.htm)] |

| 10.4 | ​ | [Form of Stock Option Award Agreement (approved March [removed: 16, 2016)] [added: 21, 2018)] for annual awards beginning March [removed: 2016] [added: 2018] and prior to March [removed: 2017] [added: 2021] to certain employees of Dollar General Corporation pursuant to the [added: Dollar General Corporation] Amended and Restated 2007 Stock Incentive Plan (incorporated by reference to Exhibit [removed: 10.5] [added: 10.7] to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended [removed: January 29, 2016,] [added: February 2, 2018,] filed with the SEC on March [removed: 22, 2016] [added: 23, 2018] (file no. [removed: 001-11421))*](http://www.sec.gov/Archives/edgar/data/29534/000104746916011420/a2227409zex-10_5.htm)] [added: 001-11421))*](http://www.sec.gov/Archives/edgar/data/29534/000155837018002366/dg-20180202ex107e0777c.htm)] |

| [removed: 10.5] [added: 10.3] | ​ | [Form of Stock Option Award Agreement (approved March 22, 2017) for annual awards beginning March 2017 and prior to March 2018 to certain employees of Dollar General Corporation pursuant to the Dollar General Corporation Amended and Restated 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.7 to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended February 3, 2017, filed with the SEC on March 24, 2017 (file no. 001-11421))*](http://www.sec.gov/Archives/edgar/data/29534/000155837017002116/dg-20170203ex107475c59.htm) |

| [removed: 10.6] [added: 10.5] | ​ | [Form of Stock Option Award Agreement (approved March [removed: 21, 2018)] [added: 16, 2021)] for annual awards beginning March [removed: 2018] [added: 2021] and prior to March [removed: 2021] [added: 2022] to certain employees of Dollar General Corporation pursuant to the Dollar General Corporation Amended and Restated 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.7 to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended [removed: February 2, 2018,] [added: January 29, 2021,] filed with the SEC on March [removed: 23, 2018] [added: 19, 2021] (file no. [removed: 001-11421))*](http://www.sec.gov/Archives/edgar/data/29534/000155837018002366/dg-20180202ex107e0777c.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837021003245/dg-20210129xex10d7.htm)] |

| [removed: 10.7] [added: 10.6] | ​ | [Form of Stock Option Award Agreement (approved March [removed: 16, 2021)] [added: 15, 2022)] for annual awards beginning March [removed: 2021] [added: 2022] and prior to March [removed: 2022] [added: 2024] to certain employees of Dollar General Corporation pursuant to the Dollar General Corporation [removed: Amended and Restated 2007] [added: 2021] Stock Incentive Plan (incorporated by reference to Exhibit [removed: 10.7] [added: 10.9] to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended January [removed: 29, 2021,] [added: 28, 2022,] filed with the SEC on March [removed: 19, 2021] [added: 18, 2022] (file no. [removed: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837021003245/dg-20210129xex10d7.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837022003921/dg-20220128xex10d9.htm)] |

| [removed: 10.8] [added: 10.17] | ​ | [Form of [added: Restricted] Stock [removed: Option] [added: Unit] Award Agreement (approved March 15, 2022) for annual awards beginning March 2022 and prior to March 2024 to certain employees of Dollar General Corporation pursuant to the Dollar General Corporation 2021 Stock Incentive Plan (incorporated by reference to Exhibit [removed: 10.9] [added: 10.22] to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended January 28, 2022, filed with the SEC on March 18, 2022 (file no. [removed: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837022003921/dg-20220128xex10d9.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837022003921/dg-20220128xex10d22.htm)] |

| [removed: 10.9] [added: 10.7] | ​ | [Form of Stock Option Award Agreement (approved March 21, 2024) for annual awards beginning March 2024 to certain employees of Dollar General Corporation pursuant to the Dollar General Corporation 2021 Stock Incentive Plan (incorporated by reference to Exhibit 10.9 to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended February 2, 2024, filed with the SEC on March 25, 2024 (file no. 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837024003813/dg-20240202xex10d9.htm) |

| 10.10 | ​ | [Form of Stock Option Award Agreement (approved [removed: May] [added: August] 24, [removed: 2016)] [added: 2021)] for awards beginning [removed: May 2016] [added: August 2021] and prior to [removed: March 2017] [added: May 2022] to certain newly hired and promoted employees of Dollar General Corporation pursuant to the [removed: Amended and Restated 2007] [added: Dollar General Corporation 2021] Stock Incentive Plan (incorporated by reference to Exhibit 10.3 to Dollar General Corporation’s Quarterly Report on Form 10-Q for the fiscal quarter ended [removed: April 29, 2016,] [added: July 30, 2021,] filed with the SEC on [removed: May] [added: August] 26, [removed: 2016] [added: 2021] (file no. [removed: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000110465916123482/a16-8226_1ex10d3.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837021012076/dg-20210730xex10d3.htm)] |

| [removed: 10.11] [added: 10.8] | ​ | [Form of Stock Option Award Agreement (approved March 22, 2017) for awards beginning March 2017 and prior to December 2017 to certain newly hired and promoted employees of Dollar General Corporation pursuant to the Dollar General Corporation Amended and Restated 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.10 to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended February 3, 2017, filed with the SEC on March 24, 2017 (file no. 001-11421))*](http://www.sec.gov/Archives/edgar/data/29534/000155837017002116/dg-20170203ex1010ca03d.htm) |

| [removed: 10.12] [added: 10.9] | ​ | [Form of Stock Option Award Agreement (approved December 5, 2017) for awards beginning December 2017 and prior to March 2021 to certain newly hired and promoted employees of Dollar General Corporation pursuant to the Dollar General Corporation Amended and Restated 2007 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to Dollar General Corporation’s Quarterly Report on Form 10-Q for the fiscal quarter ended November 3, 2017, filed with the SEC on December 7, 2017 (file no. 001-11421))*](https://www.sec.gov/Archives/edgar/data/0000029534/000155837017009219/dg-20171103ex102495c98.htm) |

| [removed: 10.13] [added: 10.12] | ​ | [Form of Stock Option Award Agreement (approved March [removed: 16, 2021)] [added: 21, 2024)] for awards beginning March [removed: 2021 and prior to August 2021] [added: 2024] to certain newly hired and promoted employees of Dollar General Corporation pursuant to the Dollar General Corporation [removed: Amended and Restated 2007] [added: 2021] Stock Incentive Plan (incorporated by reference to Exhibit [removed: 10.12] [added: 10.16] to Dollar General Corporation’s Annual Report on Form 10-K for the fiscal year ended [removed: January 29, 2021,] [added: February 2, 2024,] filed with the SEC on March [removed: 19, 2021] [added: 25, 2024] (file no. [removed: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837021003245/dg-20210129xex10d12.htm)] [added: 001-11421))*](https://www.sec.gov/Archives/edgar/data/29534/000155837024003813/dg-20240202xex10d16.htm)] |