Item 1. Financial Statements.
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Item 1. Financial Statements.
DOLLAR TREE, INC.
CONDENSED CONSOLIDATED INCOME STATEMENTS
(Unaudited)
| 13 Weeks Ended | ||||||||||||||||||||||||||
| (in millions, except per share data) | May 2, 2026 | May 3, 2025 | ||||||||||||||||||||||||
| Net sales | $ | 4,970.5 | $ | 4,636.5 | ||||||||||||||||||||||
| Other revenue | 5.3 | 3.2 | ||||||||||||||||||||||||
| Total revenue | 4,975.8 | 4,639.7 | ||||||||||||||||||||||||
| Cost of sales | 3,141.0 | 2,987.0 | ||||||||||||||||||||||||
| Selling, general and administrative expenses | 1,382.6 | 1,268.6 | ||||||||||||||||||||||||
| Transition services agreement income, net | 21.1 | — | ||||||||||||||||||||||||
| Operating income | 473.3 | 384.1 | ||||||||||||||||||||||||
| Interest expense, net | 16.3 | 22.7 | ||||||||||||||||||||||||
| Other income, net | 5.4 | 61.7 | ||||||||||||||||||||||||
| Income from continuing operations before income taxes | 462.4 | 423.1 | ||||||||||||||||||||||||
| Provision for income taxes | 115.1 | 109.6 | ||||||||||||||||||||||||
| Income from continuing operations | 347.3 | 313.5 | ||||||||||||||||||||||||
| Income from discontinued operations, net of tax | — | 29.9 | ||||||||||||||||||||||||
| Net income | $ | 347.3 | $ | 343.4 | ||||||||||||||||||||||
| Basic earnings per share of common stock: | ||||||||||||||||||||||||||
| Continuing operations | $ | 1.76 | $ | 1.47 | ||||||||||||||||||||||
| Discontinued operations | — | 0.14 | ||||||||||||||||||||||||
| Total basic earnings per share of common stock | $ | 1.76 | $ | 1.61 | ||||||||||||||||||||||
| Diluted earnings per share of common stock: | ||||||||||||||||||||||||||
| Continuing operations | $ | 1.76 | $ | 1.47 | ||||||||||||||||||||||
| Discontinued operations | — | 0.14 | ||||||||||||||||||||||||
| Total diluted earnings per share of common stock | $ | 1.76 | $ | 1.61 | ||||||||||||||||||||||
| Weighted average common shares outstanding: | ||||||||||||||||||||||||||
| Basic | 196.8 | 213.6 | ||||||||||||||||||||||||
| Diluted | 197.4 | 213.9 |
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
DOLLAR TREE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
| 13 Weeks Ended | ||||||||||||||||||||||||||
| (in millions) | May 2, 2026 | May 3, 2025 | ||||||||||||||||||||||||
| Net income | $ | 347.3 | $ | 343.4 | ||||||||||||||||||||||
| Foreign currency translation adjustments | (0.8) | 5.6 | ||||||||||||||||||||||||
| Total comprehensive income | $ | 346.5 | $ | 349.0 |
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
DOLLAR TREE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
| (in millions, except par value and share data) | May 2, 2026 | January 31, 2026 | May 3, 2025 | |||||||||||||||||
| ASSETS | ||||||||||||||||||||
| Current assets: | ||||||||||||||||||||
| Cash and cash equivalents | $ | 1,007.3 | $ | 717.8 | $ | 1,007.4 | ||||||||||||||
| Merchandise inventories | 2,470.8 | 2,495.4 | 2,704.0 | |||||||||||||||||
| Other current assets | 220.3 | 233.0 | 179.8 | |||||||||||||||||
| Current assets of discontinued operations | — | — | 4,705.5 | |||||||||||||||||
| Total current assets | 3,698.4 | 3,446.2 | 8,596.7 | |||||||||||||||||
| Restricted cash | 43.4 | 42.9 | 76.7 | |||||||||||||||||
| Property, plant and equipment, net of accumulated depreciation of $5,003.5, $4,848.5 and $4,483.9, respectively | 5,028.1 | 4,959.6 | 4,587.9 | |||||||||||||||||
| Operating lease right-of-use assets | 4,478.2 | 4,435.1 | 4,205.6 | |||||||||||||||||
| Goodwill | 423.0 | 423.2 | 422.6 | |||||||||||||||||
| Deferred income taxes, net | 1.7 | 1.0 | 268.7 | |||||||||||||||||
| Other assets | 151.0 | 158.2 | 133.0 | |||||||||||||||||
| Total assets | $ | 13,823.8 | $ | 13,466.2 | $ | 18,291.2 | ||||||||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||||||||||||
| Current liabilities: | ||||||||||||||||||||
| Current portion of long-term debt | $ | — | $ | — | $ | 1,000.0 | ||||||||||||||
| Current portion of operating lease liabilities | 1,005.2 | 1,000.2 | 971.3 | |||||||||||||||||
| Accounts payable | 1,563.8 | 1,530.7 | 1,572.0 | |||||||||||||||||
| Income taxes payable | — | — | 239.9 | |||||||||||||||||
| Other current liabilities | 615.4 | 697.7 | 549.9 | |||||||||||||||||
| Current liabilities of discontinued operations | — | — | 3,903.7 | |||||||||||||||||
| Total current liabilities | 3,184.4 | 3,228.6 | 8,236.8 | |||||||||||||||||
| Long-term debt, net, excluding current portion | 2,932.6 | 2,431.7 | 2,428.8 | |||||||||||||||||
| Operating lease liabilities, long-term | 3,655.5 | 3,623.7 | 3,507.3 | |||||||||||||||||
| Deferred income taxes, net | 264.3 | 153.3 | — | |||||||||||||||||
| Income taxes payable, long-term | 27.5 | 29.7 | 27.3 | |||||||||||||||||
| Other liabilities | 252.5 | 244.3 | 186.2 | |||||||||||||||||
| Total liabilities | 10,316.8 | 9,711.3 | 14,386.4 | |||||||||||||||||
| Contingencies (Note 3) | ||||||||||||||||||||
| Shareholders’ equity: | ||||||||||||||||||||
| Common stock, par value $0.01; 600,000,000 shares authorized, 193,393,380, 198,505,205 and 210,151,340 shares issued and outstanding, respectively | 1.9 | 2.0 | 2.1 | |||||||||||||||||
| Additional paid-in capital | — | — | — | |||||||||||||||||
| Accumulated other comprehensive loss | (51.5) | (50.7) | (53.6) | |||||||||||||||||
| Retained earnings | 3,556.6 | 3,803.6 | 3,956.3 | |||||||||||||||||
| Total shareholders’ equity | 3,507.0 | 3,754.9 | 3,904.8 | |||||||||||||||||
| Total liabilities and shareholders’ equity | $ | 13,823.8 | $ | 13,466.2 | $ | 18,291.2 |
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
DOLLAR TREE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Unaudited)
| 13 Weeks Ended May 2, 2026 | ||||||||||||||||||||||||||||||||||||||
| (in millions) | Common Stock Shares | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Shareholders' Equity | ||||||||||||||||||||||||||||||||
| Balance at January 31, 2026 | 198.4 | $ | 2.0 | $ | — | $ | (50.7) | $ | 3,803.6 | $ | 3,754.9 | |||||||||||||||||||||||||||
| Net income | — | — | — | — | 347.3 | 347.3 | ||||||||||||||||||||||||||||||||
| Total other comprehensive loss | — | — | — | (0.8) | — | (0.8) | ||||||||||||||||||||||||||||||||
| Issuance of stock under Employee Stock Purchase Plan | — | — | 2.4 | — | — | 2.4 | ||||||||||||||||||||||||||||||||
| Stock-based compensation, net | 0.3 | — | 3.6 | — | — | 3.6 | ||||||||||||||||||||||||||||||||
| Repurchase of stock | (5.5) | (0.1) | (0.4) | — | (594.3) | (594.8) | ||||||||||||||||||||||||||||||||
| Excise tax on repurchases of stock | — | — | (5.6) | — | — | (5.6) | ||||||||||||||||||||||||||||||||
| Balance at May 2, 2026 | 193.2 | $ | 1.9 | $ | — | $ | (51.5) | $ | 3,556.6 | $ | 3,507.0 |
| 13 Weeks Ended May 3, 2025 | ||||||||||||||||||||||||||||||||||||||
| (in millions) | Common Stock Shares | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Shareholders' Equity | ||||||||||||||||||||||||||||||||
| Balance at February 1, 2025 | 215.1 | $ | 2.2 | $ | 92.9 | $ | (59.2) | $ | 3,941.5 | $ | 3,977.4 | |||||||||||||||||||||||||||
| Net income | — | — | — | — | 343.4 | 343.4 | ||||||||||||||||||||||||||||||||
| Total other comprehensive income | — | — | — | 5.6 | — | 5.6 | ||||||||||||||||||||||||||||||||
| Issuance of stock under Employee Stock Purchase Plan | — | — | 2.8 | — | — | 2.8 | ||||||||||||||||||||||||||||||||
| Stock-based compensation, net | 0.3 | — | 12.4 | — | — | 12.4 | ||||||||||||||||||||||||||||||||
| Repurchase of stock | (5.9) | (0.1) | (104.0) | — | (328.6) | (432.7) | ||||||||||||||||||||||||||||||||
| Excise tax on repurchases of stock | — | — | (4.1) | — | — | (4.1) | ||||||||||||||||||||||||||||||||
| Balance at May 3, 2025 | 209.5 | $ | 2.1 | $ | — | $ | (53.6) | $ | 3,956.3 | $ | 3,904.8 |
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
DOLLAR TREE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| 13 Weeks Ended | ||||||||||||||
| (in millions) | May 2, 2026 | May 3, 2025 | ||||||||||||
| Cash flows from operating activities: | ||||||||||||||
| Net income | $ | 347.3 | $ | 343.4 | ||||||||||
| Income from discontinued operations, net of tax | — | 29.9 | ||||||||||||
| Income from continuing operations | $ | 347.3 | $ | 313.5 | ||||||||||
| Adjustments to reconcile income from continuing operations to net cash provided by operating activities: | ||||||||||||||
| Depreciation and amortization | 177.0 | 151.1 | ||||||||||||
| Provision for deferred income taxes | 110.4 | 14.1 | ||||||||||||
| Stock-based compensation expense | 21.1 | 17.2 | ||||||||||||
| Impairments | 0.4 | 0.1 | ||||||||||||
| Gain on insurance proceeds related to fixed assets | — | (41.0) | ||||||||||||
| Other non-cash adjustments to income from continuing operations | 12.4 | 3.1 | ||||||||||||
| Changes in operating assets and liabilities: | ||||||||||||||
| Merchandise inventories | 24.1 | (27.6) | ||||||||||||
| Income taxes receivable | 5.5 | — | ||||||||||||
| Other current assets | 7.2 | (18.6) | ||||||||||||
| Other assets | (2.5) | 0.7 | ||||||||||||
| Accounts payable | 33.4 | (135.9) | ||||||||||||
| Income taxes payable | — | 92.5 | ||||||||||||
| Other current liabilities | (91.9) | (13.0) | ||||||||||||
| Other liabilities | 5.9 | 2.6 | ||||||||||||
| Operating lease right-of-use assets and liabilities, net | (6.3) | 19.7 | ||||||||||||
| Net cash provided by operating activities of continuing operations | 644.0 | 378.5 | ||||||||||||
| Cash flows from investing activities: | ||||||||||||||
| Capital expenditures | (252.5) | (248.8) | ||||||||||||
| Proceeds from insurance recoveries | — | 50.0 | ||||||||||||
| Payments for fixed asset disposition | (0.4) | (0.1) | ||||||||||||
| Net cash used in investing activities of continuing operations | (252.9) | (198.9) | ||||||||||||
| Cash flows from financing activities: | ||||||||||||||
| Proceeds from long-term debt | 500.0 | — | ||||||||||||
| Debt-issuance costs | — | (3.8) | ||||||||||||
| Proceeds from stock issued pursuant to stock-based compensation plans | 2.4 | 2.8 | ||||||||||||
| Cash paid for taxes on exercises/vesting of stock-based compensation | (17.5) | (10.7) | ||||||||||||
| Payments for repurchase of stock | (585.8) | (427.7) | ||||||||||||
| Net cash used in financing activities | (100.9) | (439.4) | ||||||||||||
| Cash flows from discontinued operations: | ||||||||||||||
| Net cash provided by operating activities of discontinued operations | — | 104.5 | ||||||||||||
| Net cash used in investing activities of discontinued operations | — | (45.4) | ||||||||||||
| Net cash provided by discontinued operations | — | 59.1 | ||||||||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (0.2) | 0.7 | ||||||||||||
| Net change in cash, cash equivalents and restricted cash | 290.0 | (200.0) | ||||||||||||
| Cash, cash equivalents and restricted cash at beginning of period | 760.7 | 1,511.2 | ||||||||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 1,050.7 | $ | 1,311.2 | ||||||||||
| Supplemental disclosure of cash flow information(1): | ||||||||||||||
| Cash paid for: | ||||||||||||||
| Interest, net of amounts capitalized | $ | 2.9 | $ | 0.4 | ||||||||||
| Income taxes | $ | 1.0 | $ | 4.3 | ||||||||||
| Non-cash transactions: | ||||||||||||||
| Right-of-use assets obtained in exchange for new operating lease liabilities | $ | 283.0 | $ | 293.6 | ||||||||||
| Accrued capital expenditures | $ | 40.7 | $ | 48.8 | ||||||||||
| (1) Supplemental disclosures are inclusive of activity for discontinued operations for the 13 weeks ended May 3, 2025. |
See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
DOLLAR TREE, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Description of Business and Basis of Presentation
Dollar Tree, Inc. (“we,” “our,” “us,” or “the Company”) is a leading operator of discount retail stores in the United States and Canada.
The accompanying unaudited condensed consolidated financial statements include the financial statements of Dollar Tree, Inc., and its wholly-owned subsidiaries and were prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete consolidated financial statements. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026 filed with the U.S. Securities and Exchange Commission (“SEC”) on March 16, 2026. The results of operations for the 13 weeks ended May 2, 2026 are not necessarily indicative of the results to be expected for the entire fiscal year ending January 30, 2027.
In our opinion, the unaudited condensed consolidated financial statements included herein contain all adjustments (including those of a normal recurring nature) considered necessary for a fair presentation of our financial position as of May 2, 2026 and May 3, 2025 and the results of our operations and cash flows for the periods presented. The January 31, 2026 balance sheet information was derived from the audited consolidated financial statements as of that date.
All intercompany balances and transactions have been eliminated in consolidation. All amounts stated herein are in U.S. Dollars. Continuing operations consists of the operations of our Dollar Tree and Dollar Tree Canada brands, as well as our Summit Pointe property in Chesapeake, Virginia.
On July 5, 2025, we completed our sale of the Family Dollar business to 1959 Holdings, LLC. Total cash generated from the sale approximated $793 million, consisting of approximately $680 million of net proceeds, including from settlement of net working capital and net indebtedness, and approximately $113 million monetized primarily through a reduction of net working capital prior to the date of sale. The Company has continuing involvement with Family Dollar under a transition services agreement, through which the Company and Family Dollar continue to provide certain services to each other for a period of 18 months following the date of sale. The results of Family Dollar are presented as discontinued operations in the accompanying unaudited Condensed Consolidated Income Statements for the prior year comparable period. The assets and liabilities of Family Dollar are reflected as assets and liabilities of discontinued operations in the accompanying unaudited Condensed Consolidated Balance Sheets for the prior year comparable period.
Unless otherwise noted, all amounts and disclosures included in these Notes to Unaudited Condensed Consolidated Financial Statements reflect only our continuing operations. Refer to Note 10 for additional details on discontinued operations.
Note 2 - Recent Accounting Pronouncements
Recently Issued Accounting Pronouncements
In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03 “Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”) which requires disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions. ASU 2024-03 is effective on a prospective basis for annual periods beginning in fiscal 2027 and for interim periods beginning in fiscal 2028, with retrospective application permitted. We are currently evaluating the impact of this standard to our consolidated financial statements.
In September 2025, the FASB issued ASU 2025-06, “Intangibles–Goodwill and Other–Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software” (“ASU 2025-06”), which amends the accounting for internal-use software by requiring that an entity start capitalizing software costs once management has authorized and committed funding for the project and it is probable that the project will be completed and the software will be used as intended. ASU 2025-06 is effective for annual and interim periods beginning in fiscal 2028, with early adoption permitted. ASU 2025-06 can be applied using a prospective transition approach, a modified transition approach or a retrospective transition approach. We are currently evaluating the impact of this standard to our consolidated financial statements.
We have reviewed all other recently issued accounting standards and determined they were either not applicable or not expected to have a material impact on our financial position or results of operations.
Note 3 - Contingencies
As previously reported, in the first quarter of fiscal 2024, a tornado destroyed our Dollar Tree distribution center in Marietta, Oklahoma. In connection with this, in the first quarter of fiscal 2026, we received additional insurance proceeds of $5.2 million related to damaged inventory which was recorded as a gain. In the first quarter of fiscal 2025, as previously reported, we received insurance proceeds of $70.0 million, including $50.0 million related to damaged property and equipment and $20.0 million related to damaged inventory. We recorded a gain of approximately $62.0 million for the excess of the insurance proceeds received over the losses incurred for the damaged property and equipment and damaged inventory.
The gains recorded in fiscal 2026 and fiscal 2025 are reflected within “Other income, net” in the accompanying unaudited Condensed Consolidated Income Statements.
Legal Proceedings
We are defendants in ordinary, routine litigation or proceedings incidental to our business, including employment-related matters; infringement of intellectual property rights; personal injury/wrongful death claims; real estate matters; environmental and safety issues; and product safety and product liability matters (including cases arising from talc and acetaminophen products sold by the Company). Legal proceedings may also include class, collective, representative and large cases and arbitrations. We will vigorously defend ourselves in these matters. We do not believe that any of these matters will, individually or in the aggregate, have a material effect on our business, financial condition, or liquidity. We cannot give assurance, however, that one or more of these matters will not have a material effect on our results of operations for the quarter or year in which any reserves are established (if ever) or they are resolved.
We assess our legal proceedings monthly and reserves are established if a loss is probable and the amount of such loss can be reasonably estimated. Many, if not substantially all, of our legal proceedings are subject to significant uncertainties and, therefore, determining the likelihood of a loss and the measurement of any loss can be complex and subject to judgment. With respect to the matters noted below where we have determined that a loss is reasonably possible but not probable, we are unable to reasonably estimate the amount or range of the possible loss at this time due to the inherent difficulty of predicting the outcome of and uncertainties regarding legal proceedings. Our assessments are based on estimates and assumptions that have been deemed reasonable by management, but that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change those estimates and assumptions. Management’s assessment of legal proceedings could change because of future determinations or the discovery of facts which are not presently known. Accordingly, the ultimate costs of resolving these proceedings may be substantially higher or lower than currently estimated.
In connection with the sale of Family Dollar, Dollar Tree agreed to defend and indemnify Family Dollar against certain specified litigated matters, including certain product liability cases arising from customers' alleged use, before the sale, of talc and acetaminophen products purchased at Family Dollar.
Antidumping and Countervailing Duties
In 2025, the U.S. Department of Commerce (“DOC”) issued separate orders for antidumping (“AD”) and countervailing duties (“CVD”) on imports of paper plates and aluminum pans coming from China. In August 2025, the DOC initiated a circumvention case regarding whether paper plates sourced from Cambodia and Malaysia were circumventing the AD and CVD orders by using parent rolls of paper from China. Similarly, in July 2025, the DOC initiated a circumvention case regarding whether aluminum pans produced in Thailand and Vietnam were circumventing the AD and CVD orders by using parent rolls of aluminum from China. In addition to DOC’s assessment of duties on product imported after case initiation, petitioners in both cases have requested the DOC to apply duties retroactively to imports that occurred prior to the initiation of the circumvention cases. The Company imported both products from impacted countries during the requested retroactive period and after initiation of the cases.
In April 2026, the DOC issued a preliminary determination in the aluminum pan case, affirming retroactive application, with a final determination scheduled for July 2026. Subsequent to May 2, 2026, the Company filed a brief and requested a hearing with the DOC prior to the final determination. The preliminary and final determinations in the paper plate case are expected later in 2026.
Although the DOC has significant discretion in deciding these cases, based on past precedent of DOC rulings, the Company does not believe it is probable that we will incur losses with respect to retroactive duties. Total exposure in these cases is currently estimated to be as high as approximately $56 million for aluminum pans and $53 million for paper plates, as of May 26, 2026.
Tariff Refunds
On February 20, 2026, the U.S. Supreme Court ruled that certain of the tariffs imposed in fiscal 2025 under the International Emergency Economic Powers Act (“IEEPA”) were unlawful. The ruling did not address potential refunds; however, on March 4, 2026, the U.S. Court of International Trade ordered U.S. Customs and Border Protection (“CBP”) to begin refunding all tariffs imposed under IEEPA. On April 20, 2026, the CBP launched a process for submitting IEEPA refund claims. The Company submitted refund claims in April 2026 and will record these refunds as and when the amounts are collected. Subsequent to May 2, 2026, the Company began receiving refunds for IEEPA tariffs previously paid, totaling approximately $110 million through May 26, 2026, including $6 million of interest.
Note 4 - Short-Term Borrowings and Long-Term Debt
Long-Term Debt
On March 19, 2026, the Company entered into a credit agreement (the “Term Loan Credit Agreement”), with Bank of America, N.A., as agent, and the banks, financial institutions and other institutional lenders from time to time party thereto, providing for a $500.0 million term loan (the “Term Loan”). The Term Loan matures on March 19, 2029.
The Term Loan bears interest at an initial interest rate equal to the Term Secured Overnight Financing Rate (“SOFR”), as defined in the Term Loan Credit Agreement, plus 1.00%, subject to adjustment based on (i) our credit ratings and (ii) our leverage ratio. The Term Loan Credit Agreement allows voluntary repayment of the Term Loan at any time without premium or penalty, other than customary breakage costs with respect to SOFR loans. There is no required amortization under the Term Loan.
The Term Loan contains a number of customary affirmative and negative covenants that, among other things, restrict, subject to certain exceptions, the Company’s ability to incur subsidiary indebtedness, incur liens, sell all or substantially all of our (including our subsidiaries’) assets and consummate certain fundamental changes. The Term Loan also contains financial covenants, including a maximum leverage ratio covenant and a minimum fixed charge coverage ratio covenant. The Term Loan Credit Agreement provides for certain events of default which, if any of them occur, would permit or require the Term Loan to be declared due and payable and the commitments thereunder to be terminated. As of May 2, 2026, we were in compliance with all applicable covenants.
Termination of the Existing Credit Agreement
Upon entering into the Term Loan Credit Agreement discussed above, and the expiry of the Company’s existing $1.0 billion 364-Day revolving credit agreement, dated as of March 21, 2025, as amended, restated, supplemented or otherwise modified from time to time (the “364-Day Revolving Credit Facility”) on March 20, 2026, all commitments under the 364-Day Revolving Credit Facility have been terminated and all obligations have been fulfilled.
Short-Term Borrowings
In connection with the maturity of the 364-Day Revolving Credit Facility on March 20, 2026, the Company decreased the size of its commercial paper program, with the issuance of commercial paper notes limited to a maximum aggregate amount outstanding at any time of $1.5 billion, compared to the previous maximum permitted of $2.5 billion. The Company’s $1.5 billion revolving credit facility (the “Five-Year Credit Facility”) serves as a liquidity backstop for the repayment of notes outstanding under the commercial paper program.
There were no short-term borrowings outstanding at May 2, 2026, January 31, 2026 and May 3, 2025.
Note 5 - Fair Value Measurements
Financial assets and liabilities are classified in the fair value hierarchy in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the assets and liabilities are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (e.g., when there is evidence of impairment). We did not record any material impairment charges during the 13 weeks ended May 2, 2026 or May 3, 2025.
Fair Value of Financial Instruments
The carrying amounts of “Cash and cash equivalents,” “Restricted cash” and “Accounts payable” as reported in the accompanying unaudited Condensed Consolidated Balance Sheets approximate fair value due to their short-term maturities. The carrying values of our Five-Year Credit Facility and borrowings under our commercial paper program approximate their fair values. At May 2, 2026, we had no borrowings outstanding under our Five-Year Credit Facility or our commercial paper program.
The aggregate fair values and carrying values of our long-term borrowings, including current portion, were as follows:
| May 2, 2026 | January 31, 2026 | May 3, 2025 | ||||||||||||||||||||||||||||||||||||
| (in millions) | Fair Value | Carrying Value | Fair Value | Carrying Value | Fair Value | Carrying Value | ||||||||||||||||||||||||||||||||
| Level 1 | ||||||||||||||||||||||||||||||||||||||
| Senior Notes | $ | 2,218.4 | $ | 2,436.9 | $ | 2,241.0 | $ | 2,436.3 | $ | 3,147.6 | $ | 3,434.5 | ||||||||||||||||||||||||||
| Level 2 | ||||||||||||||||||||||||||||||||||||||
| Term Loan | $ | 498.4 | $ | 500.0 | $ | — | $ | — | $ | — | $ | — |
The fair values of our Senior Notes were determined using Level 1 inputs as quoted prices in active markets for identical assets or liabilities are available. The fair value of our Term Loan was determined using market-based inputs for comparable corporate loans within the same industry, credit quality and currency, resulting in a Level 2 classification.
Note 6 - Earnings Per Share
The following table sets forth the calculations of basic and diluted earnings per share:
| 13 Weeks Ended | ||||||||||||||||||||||||||
| (in millions, except per share data) | May 2, 2026 | May 3, 2025 | ||||||||||||||||||||||||
| Numerator: | ||||||||||||||||||||||||||
| Income from continuing operations | $ | 347.3 | $ | 313.5 | ||||||||||||||||||||||
| Income from discontinued operations, net of tax | — | 29.9 | ||||||||||||||||||||||||
| Net income | $ | 347.3 | $ | 343.4 | ||||||||||||||||||||||
| Denominator: | ||||||||||||||||||||||||||
| Weighted average number of shares outstanding | 196.8 | 213.6 | ||||||||||||||||||||||||
| Dilutive impact of share-based awards (as determined by applying the treasury stock method) | 0.6 | 0.3 | ||||||||||||||||||||||||
| Weighted average number of shares and dilutive potential shares outstanding | 197.4 | 213.9 | ||||||||||||||||||||||||
| Basic earnings per share of common stock: | ||||||||||||||||||||||||||
| Continuing operations | $ | 1.76 | $ | 1.47 | ||||||||||||||||||||||
| Discontinued operations | — | 0.14 | ||||||||||||||||||||||||
| Total basic earnings per share of common stock | $ | 1.76 | $ | 1.61 | ||||||||||||||||||||||
| Diluted earnings per share of common stock: | ||||||||||||||||||||||||||
| Continuing operations | $ | 1.76 | $ | 1.47 | ||||||||||||||||||||||
| Discontinued operations | — | 0.14 | ||||||||||||||||||||||||
| Total diluted earnings per share of common stock | $ | 1.76 | $ | 1.61 |
Share-based awards of 2.3 million shares and 2.6 million shares were excluded from the calculation of diluted net income per share for the 13 weeks ended May 2, 2026 and May 3, 2025, respectively, because their inclusion would be anti-dilutive.
Note 7 - Shareholders’ Equity
We repurchased 5,552,410 shares of common stock on the open market at a cost of $600.4 million, including applicable excise tax, during the 13 weeks ended May 2, 2026. We repurchased 5,926,985 shares of common stock on the open market at a cost of $436.8 million, including applicable excise tax, during the 13 weeks ended May 3, 2025. Of the shares repurchased during the 13 weeks ended May 2, 2026 and May 3, 2025, $18.0 million and $5.0 million, respectively, settled subsequent to May 2, 2026 and May 3, 2025, respectively, and these amounts were accrued in the accompanying unaudited Condensed Consolidated Balance Sheets. At May 2, 2026, we had $1.3 billion remaining under our existing $2.5 billion Board repurchase authorization.
Subsequent to May 2, 2026, we purchased an additional 1,031,569 shares of common stock on the open market at a cost of $98.0 million, as of May 26, 2026.
Note 8 - Segments and Disaggregated Revenue
Dollar Tree is a leading operator of discount variety stores offering merchandise predominantly at the opening price point of $1.25, with additional offerings at higher price points. The Company operates approximately 9,100 stores across 48 states and the District of Columbia and approximately 285 stores across seven Canadian provinces. We also operate 16 distribution centers in the United States and two distribution centers in Canada, as of May 2, 2026. Our revenue and assets in Canada are not material.
The Company has revised its composition of reportable segments in the first quarter of fiscal 2026 to disclose only one reportable segment. In fiscal 2025, the Company previously reported the Dollar Tree segment, which included the operations of all our stores and distribution centers under the Dollar Tree and Dollar Tree Canada brands, and corporate, support and other, which consisted of store support center costs and the results of operations for our Summit Pointe property in Chesapeake, Virginia. Corporate, support and other also included costs that were previously incurred in support of the Family Dollar segment but that were not directly attributable to it and thus were not recorded in discontinued operations. As a result of this change, we have recast prior year amounts to conform to the presentation of one reportable segment.
Our chief operating decision maker (“CODM”) is our chief executive officer of the enterprise. The CODM evaluates the financial performance of the Company using consolidated net income, operating income and gross profit. The CODM considers variances between actual results and internal budgets/forecasts when making decisions about allocating capital and resources. The CODM uses gross profit to evaluate our ability to control product and supply chain costs relative to changes in sales between comparable periods. The CODM uses operating income to evaluate the overall operating performance of the business. The measure of segment assets is reported on the Company’s Condensed Consolidated Balance Sheets as total consolidated assets.
Profit and loss information for our one reportable segment, is as follows:
| 13 Weeks Ended | ||||||||||||||
| (in millions) | May 2, 2026 | May 3, 2025 | ||||||||||||
| Net sales | $ | 4,970.5 | $ | 4,636.5 | ||||||||||
| Cost of sales | 3,141.0 | 2,987.0 | ||||||||||||
| Gross profit | 1,829.5 | 1,649.5 | ||||||||||||
| Other revenue | 5.3 | 3.2 | ||||||||||||
| Selling, general and administrative expenses | 1,382.6 | 1,268.6 | ||||||||||||
| Transition services agreement income, net | 21.1 | — | ||||||||||||
| Operating income | 473.3 | 384.1 | ||||||||||||
| Interest expense, net | 16.3 | 22.7 | ||||||||||||
| Other income, net | 5.4 | 61.7 | ||||||||||||
| Provision for income taxes | 115.1 | 109.6 | ||||||||||||
| Income from continuing operations | $ | 347.3 | $ | 313.5 | ||||||||||
| Additional Information: | ||||||||||||||
| Depreciation and amortization expense | $ | 177.0 | $ | 151.1 | ||||||||||
| Capital expenditures | $ | 252.5 | $ | 248.8 |
Corporate selling, general and administrative expenses were $141.8 million and $141.8 million, for the 13 weeks ended May 2, 2026 and May 3, 2025, respectively.
Disaggregated Revenue
The following table summarizes net sales by merchandise category for our reportable segment:
| 13 Weeks Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||
| (in millions) | May 2, 2026 | May 3, 2025 | ||||||||||||||||||||||||||||||||||||||||||||||||
| Consumable | $ | 2,494.7 | 50.2 | % | $ | 2,336.6 | 50.4 | % | ||||||||||||||||||||||||||||||||||||||||||
| Variety | 2,307.5 | 46.4 | % | 2,119.4 | 45.7 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Seasonal | 168.3 | 3.4 | % | 180.5 | 3.9 | % | ||||||||||||||||||||||||||||||||||||||||||||
| Total net sales | $ | 4,970.5 | 100.0 | % | $ | 4,636.5 | 100.0 | % |
Note 9 - Supply Chain Finance Program
We facilitate a voluntary supply chain finance program, administered through a financial institution, which provides participating suppliers with the opportunity to finance payments due from us. Participating suppliers may, at their sole discretion, elect to finance one or more invoices of ours prior to their scheduled due dates at a discounted price with the financial institution.
Our obligations to our suppliers, including amounts due and scheduled payment dates, are not impacted by the supplier’s decision to finance amounts under these arrangements. As such, the outstanding payment obligations under our supply chain financing program are included within “Accounts payable” in the accompanying unaudited Condensed Consolidated Balance Sheets and within “Cash flows from operating activities” in the accompanying unaudited Condensed Consolidated Statements of Cash Flows.
Our outstanding payment obligations under this program were $298.4 million, $305.1 million and $352.0 million as of May 2, 2026, January 31, 2026, and May 3, 2025, respectively.
Note 10 – Discontinued Operations
On July 5, 2025, we completed our sale of the Family Dollar business to 1959 Holdings, LLC. Total cash generated from the sale approximated $793 million, consisting of approximately $680 million of net proceeds, including from settlement of net working capital and net indebtedness, and approximately $113 million monetized primarily through a reduction of net working capital prior to the date of sale. The Company has continuing involvement with Family Dollar under a transition services agreement, through which the Company and Family Dollar continue to provide certain services to each other for a period of 18 months following the date of sale. For the 13 weeks ended May 2, 2026, we recorded $21.1 million of net income from transition services between the two companies. In addition, the Company is guaranteeing lease obligations for 114 Family Dollar stores amounting to approximately $83.0 million for the first year following the date of sale, which represents the full lease obligations on these stores. The amount guaranteed in the second and third year following the date of sale is $20.0 million and $10.0 million, respectively. The fair value of the lease guarantee is immaterial.
The results of Family Dollar are presented as discontinued operations in the accompanying unaudited Condensed Consolidated Income Statements for the prior year comparable period. The assets and liabilities of Family Dollar are reflected as assets and liabilities of discontinued operations in the accompanying unaudited Condensed Consolidated Balance Sheets for the prior year comparable period.
Financial Information of Discontinued Operations
“Income from discontinued operations, net of tax” in the accompanying unaudited Condensed Consolidated Income Statements for the prior year comparable period reflects the after-tax results of the Family Dollar business and does not include any allocation of general corporate overhead expense or interest expense of the Company.
The following table summarizes the results of operations of the Family Dollar business that are being reported as discontinued operations:
| 13 Weeks Ended | ||||||||||||||||||||||||||
| (in millions) | May 3, 2025 | |||||||||||||||||||||||||
| Net sales | $ | 3,309.6 | ||||||||||||||||||||||||
| Other revenue | 2.4 | |||||||||||||||||||||||||
| Total revenue | 3,312.0 | |||||||||||||||||||||||||
| Cost of sales | 2,321.4 | |||||||||||||||||||||||||
| Selling, general and administrative expenses | 698.7 | |||||||||||||||||||||||||
| Operating income | 291.9 | |||||||||||||||||||||||||
| Interest income | 1.6 | |||||||||||||||||||||||||
| Loss on held for sale and disposal of discontinued operations | 258.4 | |||||||||||||||||||||||||
| Income from discontinued operations before income taxes | 35.1 | |||||||||||||||||||||||||
| Provision for income taxes | 5.2 | |||||||||||||||||||||||||
| Income from discontinued operations, net of tax | $ | 29.9 |
The following table summarizes the Family Dollar business assets and liabilities classified as discontinued operations in the accompanying unaudited Condensed Consolidated Balance Sheets:
| (in millions) | May 3, 2025 | |||||||||||||||||||
| ASSETS | ||||||||||||||||||||
| Cash and cash equivalents | $ | 227.1 | ||||||||||||||||||
| Merchandise inventories | 2,330.5 | |||||||||||||||||||
| Other current assets | 188.0 | |||||||||||||||||||
| Property, plant and equipment, net | 2,256.3 | |||||||||||||||||||
| Operating lease right-of-use assets | 2,559.1 | |||||||||||||||||||
| Goodwill | — | |||||||||||||||||||
| Trade name intangible asset | 750.0 | |||||||||||||||||||
| Other assets | 10.5 | |||||||||||||||||||
| Valuation allowance to adjust assets to estimated fair value, less costs of disposal | (3,616.0) | |||||||||||||||||||
| Total assets of discontinued operations | $ | 4,705.5 | ||||||||||||||||||
| LIABILITIES | ||||||||||||||||||||
| Current portion of operating lease liabilities | $ | 584.4 | ||||||||||||||||||
| Accounts payable | 880.5 | |||||||||||||||||||
| Other current liabilities | 336.7 | |||||||||||||||||||
| Operating lease liabilities, long-term | 1,966.3 | |||||||||||||||||||
| Other liabilities | 135.8 | |||||||||||||||||||
| Total liabilities of discontinued operations | $ | 3,903.7 |
Assets and liabilities classified as held for sale are required to be recorded at the lower of carrying value or fair value less costs to sell. As of May 3, 2025, we remeasured the fair value of the Family Dollar business, including costs to sell and recorded an additional valuation allowance of $258.4 million. In addition, during the first quarter of fiscal 2025, certain assets and liabilities of the Family Dollar business were moved out of held for sale as they were retained by Dollar Tree. The assets and liabilities included 57 combo stores that were converted to Dollar Tree stores, and were reclassified as held and used at their fair value, which resulted in a $71.4 million reduction to the valuation allowance. The fair value of the Family Dollar business was estimated using the expected sale price as negotiated with the third party buyer. The valuation allowance was recorded within “Loss on held for sale and disposal of discontinued operations” in the summarized results of operations of discontinued operations for the 13 weeks ended May 3, 2025.
Capital expenditures related to discontinued operations were $44.1 million for the 13 weeks ended May 3, 2025.
Note 11 - Unaudited Condensed Consolidated Financial Statement Details
The Unaudited Condensed Consolidated Statements of Cash Flows for the 13 weeks ended May 3, 2025 includes the cash flows of continuing and discontinued operations. The following is a reconciliation between “Cash and cash equivalents” and “Restricted cash” of continuing operations presented in the Unaudited Condensed Consolidated Balance Sheets and the total cash, cash equivalents and restricted cash presented in the Unaudited Condensed Consolidated Statements of Cash Flows for the prior year period:
| (in millions) | May 3, 2025 | |||||||||||||
| Cash and cash equivalents on the Unaudited Condensed Consolidated Balance Sheets | $ | 1,007.4 | ||||||||||||
| Restricted cash on the Unaudited Condensed Consolidated Balance Sheets, noncurrent | 76.7 | |||||||||||||
| Cash, cash equivalents and restricted cash of discontinued operations included in current assets of discontinued operations on the Unaudited Condensed Consolidated Balance Sheets | 227.1 | |||||||||||||
| Total cash, cash equivalents and restricted cash on the Unaudited Condensed Consolidated Statements of Cash Flows | $ | 1,311.2 |
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