DDT Dillards Capital Trust I

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM SD

SPECIALIZED DISCLOSURE REPORT

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Dillard’s, Inc.

(Exact name of the registrant as specified in its charter)

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(Name and telephone number, including area code, of the

person to contact in connection with this report.)

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Check the appropriate box to indicate the rule pursuant to which this form is being filed:

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Section 1 - Conflict Minerals Disclosure

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Item 1.01 Conflict Minerals Disclosure and Report

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As provided for in Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD, a Conflict Minerals Report is provided as an exhibit to this Form SD and is available at the following Internet website: https://investor.dillards.com/corporate-governance/governance-documents/default.aspx. The information contained on our website is not incorporated by reference into this Form SD or our Conflict Minerals Report and should not be considered part of this report or the Conflict Minerals Report.

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Information concerning tin, tantalum, tungsten and gold from recycled or scrap sources that may be contained in our in-scope products is included in the Conflict Minerals Report and is incorporated in this Form SD by reference.

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Item 1.02 Exhibit

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The Conflict Minerals Report described in Item 1.01 is filed as Exhibit 1.01 to this Form SD.

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Section 2 - Resource Extraction Issuer Disclosure

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Item 2.01 Resource Extraction Issuer Disclosure and Report

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Not applicable.

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Section 3 - Exhibits

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Item 3.01 Exhibits

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Exhibit 1.01 - Conflict Minerals Report for the calendar year ended December 31, 2023.

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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 duly authorized undersigned.

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Exhibit 1.01

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Conflict Minerals Report

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Dillard’s, Inc. has included this Conflict Minerals Report as an exhibit to its Form SD for 2023 as provided for in Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD (collectively, the “Conflict Minerals Rule”). The date of filing of this Conflict Minerals Report is May 31, 2024.

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Unless the context indicates otherwise, the terms “Dillard’s,” “we,” “its,” “us” and “our” refer to Dillard’s, Inc. and its consolidated subsidiaries. As used herein and consistent with the Conflict Minerals Rule, “Conflict Minerals” or “3TG” are columbite-tantalite (coltan), cassiterite, gold, wolframite and the derivatives tantalum, tin and tungsten, without regard to the location of origin of the minerals or derivative metals.

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Forward-Looking Statements

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This document contains forward-looking statements within the meaning of the federal securities laws. Any statements that do not relate to historical or current facts or matters are forward-looking statements. You can identify some of the forward-looking statements by the use of forward-looking words, such as “intend” and the like, or the use of the future tense. Statements concerning current conditions may also be forward-looking if they imply a continuation of current conditions. Examples of forward-looking statements include, but are not limited to, statements concerning the additional steps that we intend to take to mitigate the risk that our necessary 3TG benefit armed groups.

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Forward-looking statements are subject to risks and uncertainties that could cause actual actions or performance to differ materially from those expressed in the forward-looking statements. These risks and uncertainties include, but are not limited to, (1) the continued implementation of satisfactory traceability and other compliance measures by our direct and indirect suppliers on a timely basis or at all, (2) whether smelters and refiners and other market participants responsibly source 3TG and (3) political, regulatory and economic developments, whether in the Democratic Republic of the Congo (“DRC”) region, the United States or elsewhere. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of filing of this document. We do not intend, and undertake no obligation, to publish revised forward-looking statements to reflect events or circumstances after the date of filing of this document or to reflect the occurrence of unanticipated events.

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Applicability of the Conflict Minerals Rule to Our Company

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Dillard’s ranks among the nation’s largest fashion apparel, cosmetics and home furnishing retailers. As of February 3, 2024, we operated 273 Dillard's stores, including 28 clearance centers, and an Internet store offering a wide selection of merchandise including fashion apparel for women, men and children, accessories, cosmetics, home furnishings and other consumer goods.

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A significant portion of the products that we sell are third-party branded products that are available from many retailers, including our company. A portion of our products are exclusive brand and

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private label products. We are subject to the Conflict Minerals Rule because of the degree of influence that we exercise over the materials, parts, ingredients or components of some of our exclusive brand and private label products that contain tin and/or gold that are necessary to the products’ functionality or production. While tin and gold are contained in our in-scope products,

not each of our in-scope products contains both of these minerals. Our in-scope products do not contain tantalum or tungsten. We do not manufacture any products.

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For 2023, we were unable to determine the origin of a portion of the 3TG that were necessary to the functionality or production of the products that we contracted to be manufactured. None of the necessary 3TG contained in our in-scope products were determined by us to directly or indirectly finance or benefit armed groups in the DRC or an adjoining country (each, a “Covered Country” and collectively, the “Covered Countries”). However, we did not conclude that any of our products were “DRC conflict free.” The terms “adjoining country,” “armed group” and “DRC conflict free” have the meanings contained in the Conflict Minerals Rule. Further information concerning our in-scope products and smelter, refiner and country of origin information provided to us by our suppliers for 2023 is provided under “Product Information” and “Identified Smelters and Refiners.”

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We do not directly source 3TG from mines, smelters or refiners, and we believe that we are in most cases many levels removed from these market participants. However, through the efforts described in this Conflict Minerals Report, we seek to ensure that our sourcing practices are consistent with our Conflict Minerals Policy, which is discussed below.

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Conflict Minerals Policy

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Dillard’s is committed to ensuring that 3TG contained in our exclusive brand and private label products are obtained from environmentally and socially responsible sources. In particular, we strive to source in ways that do not contribute to human rights abuses, including those that are occurring in some of the Covered Countries. In furtherance of the foregoing, we also have adopted and communicated to our agents, direct suppliers and the public, a company policy (the “Conflict Minerals Policy”) for the supply chain of 3TG. The Conflict Minerals policy is available on our website at https://investor.dillards.com/corporate-governance/governance-documents/default.aspx. The Conflict Minerals Policy includes, but is not limited to, our expectations that our agents and suppliers of exclusive brand and private label products:

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The Conflict Minerals Policy also indicates that noncompliance with the policy could result in penalties, including termination of our business with an agent or supplier.

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We do not support the embargoing of 3TG from the Covered Countries, but rather encourage our suppliers to continue to source responsibly from the region.

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Reasonable Country of Origin Inquiry Information

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As provided for in the Conflict Minerals Rule, for 2023, we conducted a “reasonable country of origin inquiry” (“RCOI”). For our RCOI, to the extent applicable, we utilized the same processes and procedures as for our due diligence, in particular Steps 1 and 2 of the Organisation for Economic Co-operation and Development’s Due Diligence Guidance for Responsible Supply Chains of Minerals from Conflict-Affected and High-Risk Areas, including the Supplement on Tin, Tantalum and Tungsten and the Supplement on Gold (Third Edition) (the “OECD Guidance”), which are described below in this Conflict Minerals Report.

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Our outreach included communicating requests to those suppliers (the “Suppliers”) that we identified as having provided us or that we believe may have provided us with products that we contracted to be manufactured that contain necessary 3TG. We determined which of our products were potentially in-scope for purposes of the Conflict Minerals Rule through our degree of influence over the products’ manufacture and product specifications, visual inspection, supplier inquiries, information from by trade associations, consultations with our third-party testing and factory inspection firms, discussions with other retailers and other information known to us. Our 3TG outreach included 252 Suppliers, 97% of which responded to our request for information.

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For 2023, the Suppliers identified to us 29 smelters and refiners as having processed the necessary 3TG contained in our in-scope products, as further discussed under “Identified Smelters and Refiners.” These smelters and refiners were listed in “product level” declarations on the Conflict Minerals Reporting Template (the “Template”) developed by the Responsible Minerals Initiative (the “RMI”). A product level declaration purports to list only those smelters and refiners that processed the 3TG in our products. Based on our RCOI, we concluded that 23 out of these 29 smelters and refiners sourced entirely from outside of the Covered Countries. One hundred percent of these smelters and refiners are Conformant (as defined later). Our conclusions concerning mineral origin are based on information provided by a third-party information management service provider (the “Service Provider”) that we used to complement our internal management processes.

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An additional 88 smelters and refiners were listed in “company level” declarations on the Template. A company level declaration purports to list known smelters and refiners that processed 3TG in any of the disclosing supplier’s products, not just the smelters and refiners in our supply chain. Accordingly, these smelters and refiners are not included in “Identified Smelters and Refiners”

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below. However, 111, or approximately 95%, of the smelters and refiners listed in company level declarations were listed as Conformant. Based on our RCOI, we concluded that 101 of these smelters and refiners sourced entirely from outside of the Covered Countries, including from recycled or scrap sources.

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Pursuant to the Conflict Minerals Rule, based on the results of our RCOI, we exercised due diligence for 2023. These due diligence efforts are discussed below.

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Due Diligence Program Design

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Design Framework

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Dillard’s designed its due diligence measures relating to 3TG to conform with, in all material respects, the criteria set forth in the OECD Guidance.

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Selected Elements of Design Framework

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The OECD Guidance has established a five-step framework for due diligence as a basis for responsible global supply chain management of minerals from conflict-affected and high- risk areas. Selected elements of our program design are discussed below. However, these are not all of the elements of the program that we have put in place to help ensure that the 3TG contained in our products are responsibly sourced. The headings below conform to the headings used in the OECD Guidance for each of the five steps of the framework. Selected due diligence measures that we took in respect of 2023 are discussed under “Due Diligence Program Execution.”

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OECD Guidance Step 1: Establish Strong Company Management Systems

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OECD Guidance Step 2: Identify and Assess Risks in the Supply Chain

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OECD Guidance Step 3: Design and Implement a Strategy to Respond to Identified Risks

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OECD Guidance Step 4: Carry out Independent Third-Party Audit of Supply Chain Due Diligence at Identified Points in the Supply Chain

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In connection with our due diligence, if a smelter or refiner is identified, the Service Provider on our behalf consults information concerning independent third-party audits of smelters and refiners made available by the RMI, the LBMA and the RJC, and engages in its own analysis, to assess smelter and refiner due diligence and to determine whether the smelter or refiner is Conformant or the equivalent.

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OECD Guidance Step 5: Report on Supply Chain Due Diligence

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We file a Form SD and a Conflict Minerals Report with the Securities and Exchange Commission and make these filings available on our website.

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Due Diligence Program Execution

We performed the following due diligence measures in respect of 2023, but these were not all of the measures that we took in furtherance of our 3TG compliance program or pursuant to the Conflict Minerals Rule and the OECD Guidance. For a discussion of the design of our due diligence measures, see “Due Diligence Program Design.”

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Product Information

The following categories of exclusive brand and private label products were in-scope for purposes of our compliance with the Conflict Minerals Rule:

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Not all of our products in these categories contained necessary 3TG or were contracted to be manufactured. Accordingly, only a portion of the products in these categories were in- scope for purposes of our 3TG compliance.

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Due to the challenges of tracing a multi-tier supply chain, for 2023, we were able to determine the smelters or refiners and countries of origin of only a portion of the necessary 3TG contained in our in-scope products. However, for 2023, none of our in-scope products were determined by us to support conflict (i.e., to contain necessary 3TG that directly or indirectly financed or benefitted an armed group in a Covered Country). An “armed group” under the Conflict Minerals Rule is an armed group that is identified as a perpetrator of serious human rights abuses in annual Country Reports on Human Rights Practices under sections 116(d) and 502B(b) of the Foreign Assistance Act of 1961 relating to a Covered Country. We are not expressing the conclusion in this Conflict Minerals Report that any of our products are “DRC conflict free.”

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Identified Smelters and Refiners

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In connection with our RCOI or due diligence, as applicable, the Suppliers identified to us in product level responses to the Template the facilities described in the table below as having processed the necessary 3TG contained in our in-scope products for 2023. The table below presents a summary of the smelter and refiner information contained on Appendix A. Please see the note following the table for additional information concerning the information in the table. See “Reasonable Country of Origin Inquiry Information” for further information concerning smelters and refiners identified in company level responses to the Template.

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Smelter and Refiner and Country of Origin Information(1)

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Due to our position in the supply chain, which is discussed earlier in this Conflict Minerals Report, we rely on our suppliers for accurate smelter and refiner information and our due diligence measures do not provide absolute certainty regarding the source and chain of custody of the necessary 3TG contained in our in-scope products.

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Dillard’s endeavored to determine the mine or location of origin of the necessary 3TG contained in its in-scope products by requesting that the Suppliers provide us with a completed Template and through other procedures followed by us and the Service Provider that are described in this Conflict Minerals Report.

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Future Risk Mitigation Efforts

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Dillard’s intends to take the following additional steps in respect of 2024, either directly or through the Service Provider, to mitigate the risk that the necessary 3TG in its in-scope products benefit armed groups:

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All of the foregoing steps are in addition to the other steps that we took in respect of 2023, which we intend to continue to take in respect of 2024 to the extent applicable.

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Appendix A

Capitalized terms used and not otherwise defined in this Appendix have the meanings set forth in the Conflict Minerals Report of which this Appendix is a part.

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Smelters and Refiners

In connection with our RCOI or due diligence, as applicable, our Suppliers identified to us in product level responses to the Template the smelters and refiners listed below as having processed the necessary 3TG contained in our in-scope products in 2023. Please see the notes that accompany the table for additional information concerning the data in the table.

Smelter and Refiner Information (1)

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Country of Origin

The identified potential countries of origin of the 3TG processed by the smelters and refiners listed in the table above may have included the countries listed below, in addition to other countries. The identified potential countries of origin listed below are based on information provided by the Service Provider.

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* Covered Country

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Some of the identified smelters and refiners also may have sourced in whole or in part from recycled or scrap sources.