Dollar General DG · USD

10.Segment reporting​The Company manages its business on the basis of one reportable operating segment. See Note 1 for a brief description of the Company’s business. As of January 30, 2026, the Company’s retail store operations were primarily located within the United States. Certain product sourcing and other operations are located outside the United States, which collectively are not material with regard to assets, results of operations or otherwise to the consolidated financial statements. The following net sales data is presented in accordance with accounting standards related to disclosures about segments of an enterprise.​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​(in thousands) ​ ​ ​2025 ​ ​ ​2024 ​ ​ ​2023 Classes of similar products:​​​​​​​​​​Consumables​$ 35,053,180​$ 33,370,910​$ 31,342,595​Seasonal​ 4,327,364​ 4,073,317​ 4,083,790​Home products​ 2,213,521​ 2,074,379​ 2,163,806​Apparel​ 1,130,304​ 1,093,702​ 1,101,418​Net sales​$ 42,724,369​$ 40,612,308​$ 38,691,609​​​The Company’s Chief Operating Decision maker (“CODM”) is the Chief Executive Officer. The measure of profit or loss utilized by the CODM in assessing segment performance and allocating resources is net income as presented on the Company’s consolidated statements of income. The measure of segment assets is reported on the balance sheet as total consolidated assets. Net income is used to evaluate income generated from the use of segment assets which aids in the determination of the allocation of Company resources. Net income is also utilized to monitor budget versus actual results. The following is a reconciliation of segment revenue and significant segment expenses to net income, the measure of profit or loss:​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​​(in thousands)​2025 ​ ​ ​2024 ​ ​ ​2023 Net sales​$ 42,724,369​$ 40,612,308​$ 38,691,609​Less:​​​​​​​​​​Shrink included in cost of goods sold​ 634,293​ 928,896​ 910,674​Cost of goods sold, excluding shrink(b)​ 28,990,387​ 27,665,915​ 26,061,911​Interest expense, net​​ 230,567​​ 274,320​​ 326,781​Income tax expense​​ 452,281​​ 314,501​​ 458,245​Other segment items (a)(b)​ 10,904,530​ 10,303,423​ 9,272,724​Consolidated net income​$ 1,512,311​$ 1,125,253​$ 1,661,274​(a)Other segment items include all remaining SG&A expenses and other (income) expense as disclosed in the consolidated statements of income which were not deemed individually significant for disclosure.

7.Commitments and contingencies​Legal proceedings​From time to time, the Company is a party to various legal matters in the ordinary course of its business, including actions by employees, consumers, suppliers, government agencies or officials, or others. The Company has recorded accruals with respect to these matters, where appropriate, which are reflected in the Company’s condensed consolidated financial statements. For some matters, a liability is not probable or the amount cannot be reasonably estimated and therefore an accrual has not been made. ​On November 27, 2023, and November 30, 2023, respectively, the following putative shareholder class action lawsuits were filed in the United States District Court for the Middle District of Tennessee in which the plaintiffs allege that during the putative class periods noted below, the Company and certain of its current and former officers violated the federal securities laws by misrepresenting the impact of alleged store labor, inventory, pricing and other practices on the Company’s financial results and prospects: Washtenaw County Employees’ Retirement System v. Dollar General Corporation, et al. (Case No. 3:23-cv-01250) (putative class period of May 28, 2020 to August 30, 2023) (“Washtenaw County”); Robert J. Edmonds v. Dollar General Corporation, et al. (Case No. 3:23-cv-01259) (putative class period of February 23, 2023 to August 31, 2023) (“Edmonds”) (collectively, the “Shareholder Securities Litigation”). The plaintiffs seek compensatory damages, equitable/injunctive relief, pre- and post-judgment interest and attorneys’ fees and costs. The Edmonds matter was voluntarily dismissed on January 19, 2024. On April 4, 2024, the court appointed lead plaintiffs and lead counsel in the Shareholder Securities Litigation. On June 17, 2024, lead plaintiffs filed a consolidated amended complaint, adding a claim that lead plaintiffs and certain members of the putative class purchased shares of the Company’s common stock contemporaneously with common stock sales by certain individual defendants. On October 17, 2024, lead plaintiffs filed a second consolidated amended complaint, expanding the putative class period to cover May 28, 2020 to August 28, 2024. On November 15, 2024, defendants moved to dismiss the second consolidated amended complaint, and on June 23, 2025, the court granted defendants’ motion without prejudice.

3.Income taxes​The provision (benefit) for income taxes consists of the following:​​​​​​​​​​​​(In thousands) ​ ​ ​2025 ​ ​ ​2024 ​ ​ ​2023 Current:​​​​​​​​​​Federal​$ 415,817​$ 296,598​$ 324,339​Foreign​ 6,075​ 422​ 880​State​ 95,061​ 47,878​ 59,181​​​ 516,953​ 344,898​ 384,400​Deferred:​​​​​​​​​​Federal​ (39,878)​ (24,547)​ 72,769​Foreign​​ (22)​​ 4​​ (297)​State​ (24,772)​ (5,854)​ 1,373​​​ (64,672)​ (30,397)​ 73,845​​​$ 452,281​$ 314,501​$ 458,245​​A reconciliation between actual income taxes and amounts computed by applying the federal statutory rate to income before income taxes is summarized as follows:​​​​​​​​​​​​​​​​​​(Dollars in thousands)​2025​2024​2023 U.S. Federal Statutory Tax Rate ​ ​ ​$ 412,564 ​ ​ ​ 21.0% $ 302,349 ​ ​ ​ 21.0% $ 445,098 ​ ​ ​ 21.0%State and Local Income Taxes, Net of Federal Income Tax Effect (a)​ 55,561 2.8​ 33,270 2.3​ 45,037 2.1​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​​​$ 452,281 23.0% $ 314,501 21.8% $ 458,245 21.6%(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 effective income tax rate for 2025 was 23.0% compared to a rate of 21.8% for 2024 which represents a net increase of 1.2 percentage points. The effective income tax rate was higher in 2025 primarily due to a higher state effective tax rate, enactment of Pillar Two minimum tax, and a decreased benefit from jobs-based tax credits due to higher earnings before taxes diluting the rate impact of the credits. ​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.

9.Share-based payments​The Company accounts for share-based payments in accordance with applicable accounting standards, under which the fair value of each award is separately estimated and amortized into compensation expense over the service period. The fair value of the Company’s stock option grants are estimated on the grant date using the Black-Scholes-Merton valuation model. The application of this valuation model involves assumptions that are judgmental and highly sensitive in the determination of compensation expense. The fair value of the Company’s other share-based awards discussed below are estimated using the Company’s closing stock price on the grant date. Forfeitures are estimated at the time of valuation and reduce expense ratably over the vesting period.​On May 26, 2021, the Company’s shareholders approved the Dollar General Corporation 2021 Stock Incentive Plan (“2021 Plan”), which replaced the Company’s 2007 Stock Incentive Plan (“2007 Plan”). The Plans allow the granting of stock options, stock appreciation rights, and other stock-based awards or dividend equivalent rights to key employees, directors, consultants or other persons having a service relationship with the Company, its subsidiaries and certain of its affiliates. Upon the effective date of the 2021 Plan, no new awards may be granted under the 2007 Plan. Awards previously granted under the 2007 Plan remain outstanding in accordance with their terms. The number of shares of Company common stock authorized for grant under the 2021 Plan is 11,838,143. ​Generally, share-based awards issued by the Company are in the form of stock options, restricted stock units and performance share units, and unless noted otherwise, the disclosures that follow refer to such awards. With limited exceptions, stock options and restricted stock units granted to employees generally vest ratably on an annual basis over four-year and three-year periods, respectively. Awards granted to board members generally vest over a one-year period. The number of performance share units earned are based on performance criteria measured over a period of one to three years, and such awards generally vest over a three-year period. With limited exceptions, the performance share unit and restricted stock unit awards are payable in shares of common stock on the vesting date.

4.Leases​As of January 30, 2026, the Company’s primary leasing activities were real estate leases for most of its retail store locations and certain of its distribution facilities. Many of the Company’s store locations carry a primary lease term of up to 15 years. Certain of the Company’s leased store locations have variable payments based upon actual costs of common area maintenance, real estate taxes and property and liability insurance. In addition, some of the Company’s leased store locations have provisions for variable payments based upon a specified percentage of defined sales volume. The Company’s lease agreements generally do not contain material restrictive covenants.​Most of the Company’s leases include one or more options to renew and extend the lease term. The exercise of lease renewal options is at the Company’s sole discretion. Generally, a renewal option is not deemed to be reasonably certain to be exercised until such option is legally executed. The Company’s leases do not include purchase options or residual value guarantees on the leased property. The depreciable life of leasehold improvements is limited by the expected lease term.​Substantially all of the Company’s leases are classified as operating leases and the associated assets and liabilities are presented as separate captions in the consolidated balance sheets. Finance lease assets are included in net property and equipment, and finance lease liabilities are included in long-term obligations, in the consolidated balance sheets. At January 30, 2026, the weighted-average remaining lease term for the Company’s leases was 9.1 years, and the weighted average discount rate was 4.6%. For 2025, 2024 and 2023, operating lease cost of $1.99 billion, $1.89 billion and $1.75 billion, respectively, and variable lease cost of $0.41 billion, $0.39 billion and $0.36 billion, respectively, were reflected in cost of goods sold and SG&A expenses in the Consolidated Statements of Income. Cash paid for amounts included in the measurement of operating lease liabilities of $2.01 billion, $1.91 billion and $1.76 billion, respectively, were reflected in cash flows from operating activities in the Consolidated Statements of Cash Flows for 2025, 2024 and 2023.

We design, implement, and maintain a comprehensive information security program consisting of commercially reasonable administrative, organizational, and technical controls, practices, and safeguards which are designed to follow applicable laws, regulations, and industry best practices to protect against confidentiality, integrity, and availability threats to our information systems. Such controls, practices, and safeguards include, but are not limited to, published security policies, firewalls, intrusion prevention solutions, anti-malware solutions, data encryption, data loss prevention, security logging and monitoring, security configuration hardening, security patch/update management, remote access security, security risk management, vulnerability and threat management, security training and awareness, security controls testing, identity and access management, secure solutions development, and a comprehensive security incident response plan. Our Senior Vice President 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 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 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.

8.Benefit plans​The Dollar General Corporation 401(k) Savings and Retirement Plan, which became effective on January 1, 1998, is a safe harbor defined contribution plan and is subject to the Employee Retirement and Income Security Act (“ERISA”).​A participant’s right to claim a distribution of his or her account balance is dependent on the plan, ERISA guidelines and Internal Revenue Service regulations. All active participants are fully vested in all contributions to the 401(k) plan. During 2025, 2024 and 2023, the Company expensed approximately $40.2 million, $38.2 million and $35.9 million, respectively, for matching contributions.​The Company also has a compensation deferral plan (“CDP”) and a nonqualified supplemental retirement plan (“SERP”), known as the Dollar General Corporation CDP/SERP Plan, for a select group of management and other key employees. The Company incurred compensation expense for these plans of approximately $0.8 million in 2025, $0.7 million in 2024 and $1.0 million in 2023.​The deferred compensation liability associated with the CDP/SERP Plan is reflected in the consolidated balance sheets as further disclosed in Note 6.

2.Earnings per share​Earnings per share is computed as follows (in thousands except per share data):​​​​​​​​​​​​​2025​​ ​ ​ ​​​ ​ ​ ​Weighted ​ ​ ​​​ ​​Net​Average​Per Share​​​Income​Shares​Amount​Basic earnings per share​$ 1,512,311 220,090​$ 6.87​Effect of dilutive share-based awards​​​ 724​​​​Diluted earnings per share​$ 1,512,311 220,814​$ 6.85​​​​​​​​​​​​​​​2024​​ ​ ​ ​​​ ​ ​ ​Weighted ​ ​ ​​​ ​​Net​Average​Per Share​​​Income​Shares​Amount​Basic earnings per share​$ 1,125,253 219,877​$ 5.12​Effect of dilutive share-based awards​​​ 150​​​​Diluted earnings per share​$ 1,125,253 220,027​$ 5.11​​​​​​​​​​​​​​2023​​ ​ ​ ​​​ ​ ​ ​Weighted ​ ​ ​​​ ​​Net​Average​Per Share​​​Income​Shares​Amount​Basic earnings per share​$ 1,661,274 219,415​$ 7.57​Effect of dilutive share-based awards​​​ 523​​​​Diluted earnings per share​$ 1,661,274 219,938​$ 7.55​​Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per share is determined based on the dilutive effect of share-based awards using the treasury stock method.​Share-based awards that were outstanding at the end of the respective periods but were not included in the computation of diluted earnings per share because the effect of exercising such options would be antidilutive, were approximately 0.1 million, 0.2 million and 0.1 million in 2025, 2024 and 2023, respectively.