​

​

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

​

FORM 8-K

​

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 20, 2023

​

Dillard’s, Inc.

(Exact name of registrant as specified in its charter)

​

Delaware

(State or other jurisdiction of incorporation)

​

​	​	​
1-6140		71-0388071
(Commission File Number)	​	(IRS Employer Identification No.)
​	​	​
1600 Cantrell Road Little Rock, Arkansas	​	72201
(Address of principal executive offices)	​	(Zip Code)

​

(501) 376-5200

(Registrant’s telephone number, including area code)

​

Not Applicable

(Former name or former address, if changed since last report.)

​

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

​

​	​	​
☐		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
​	​	​
☐	​	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
​	​	​
☐	​	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
​	​	​
☐	​	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

​

Securities registered pursuant to Section 12(b) of the Act:

​

​	​	​
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock	DDS	New York Stock Exchange

​

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

​

Emerging growth company   ☐

​

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

​

​

​

Item 8.01Other Events.

On May 20, 2023, the registrant issued a press release announcing that the Company’s Board of Directors had authorized a $500 million share repurchase program of its Class A Common Stock and the issuance of a $0.20 dividend payable on the Company’s Class A and Class B Common Stock. A copy of the press release is furnished as Exhibit 99.

​

Item 9.01Financial Statements and Exhibits.

​

	​	​
Exhibit No.		Description
​	​	​
99	​	Press Release dated May 20, 2023
​	​	​
104	​	Cover Page Interactive Data File (embedded within the Inline XBRL Document)

​

​

​

​

​

​

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

​

​	​	​	​	​
​	​		​	DILLARD’S, INC.
​	​	​	​	​
Date:	May 22, 2023	​	By:	/s/ Phillip R. Watts
​	​	​	Name:	Phillip R. Watts
​	​	​	Title:	Senior Vice President, Co-Principal Financial Officer and Principal Accounting Officer
​	​	​	​	​
​	​	​	By:	/s/ Chris B. Johnson
​	​	​	Name:	Chris B. Johnson
​	​	​	Title:	Senior Vice President and Co-Principal Financial Officer

​

​

​

​