UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On May 5, 2025, Duluth Holdings Inc. (the “Company”) issued a press release announcing the grant of shares in connection with the inducement awards to Stephanie L. Pugliese, President and Chief Executive Officer of the Company, the material terms of which were previously disclosed, in connection with NASDAQ Listing Rule 5635(c)(4), which requires public announcement of such awards made outside the terms of the Company’s 2024 Equity Incentive Plan.
The Company and Ms. Pugliese also entered into (i) an Inducement Stock Award Agreement, dated May 5, 2025 and (ii) an Inducement Restricted Stock Award Agreement, dated May 5, 2025, pursuant to which the shares were issued.
Copies of the Inducement Stock Award Agreement and the Inducement Restricted Stock Award Agreement are attached hereto as Exhibit 10.1 and Exhibit 10.2, respectively, to this filing and are incorporated herein by reference. The Company’s press release announcing the grant is also attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits.
| Exhibit |
Description | |
| 10.1 | Inducement Stock Award Agreement, dated May 5, 2025, by and between Ms. Pugliese and the Company. | |
| 10.2 | Inducement Restricted Stock Award Agreement, dated May 5, 2025, by and between Ms. Pugliese and the Company. | |
| 99.1 | Press Release dated May 5, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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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 undersigned hereunto duly authorized.
| DULUTH HOLDINGS INC. | ||||||
| Dated: May 5, 2025 | By: | /s/ Heena Agrawal | ||||
| Heena Agrawal Senior Vice President and Chief Financial Officer | ||||||
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