ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;


           APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
           OFFICERS.

On September 25, 2020, Dollar General Corporation (the "Company") announced the departure of Jason Reiser from the Company effective September 24, 2020. Mr. Reiser had served as the Company's Executive Vice President and Chief Merchandising Officer since July 2017. The Company further announced that Emily Taylor will assume the position of Executive Vice President and Chief Merchandising Officer effective September 25, 2020. Ms. Taylor previously served in various roles of increasing responsibility at the Company since 1998, most recently as Senior Vice President, Channel Innovation. The related press release is attached as Exhibit 99.1 hereto.

In addition to the amounts to be paid pursuant to the Employment Agreement between the Company and Mr. Reiser dated April 1, 2018 (the "Employment Agreement"), the Company has agreed, contingent upon the execution and effectiveness of the Release that is attached to and made a part of the Employment Agreement, to provide Mr. Reiser with an additional lump sum cash payment of $1,582,646, less applicable withholdings, in exchange for extending by an additional six months the duration of the business protection provisions set forth in the Employment Agreement pertaining to his non-compete, non-disclosure and non-solicitation obligations. The description of this agreement is a summary only, and the complete terms and conditions of this agreement are set forth in the Amendment to Employment Agreement, effective September 24, 2020, by and between the Company and Mr. Reiser which is attached as Exhibit 99.2 hereto.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.






(a)    Financial statements of businesses acquired.  N/A

(b)    Pro forma financial information.  N/A

(c)    Shell company transactions. N/A

(d)    Exhibits.  See Exhibit Index to this report.

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