Citi Trends (CTRN) CFO has 1,252 shares withheld to cover taxes

Rhea-AI Filing Summary

Citi Trends Inc executive vice president and CFO Heather L. Plutino reported a routine tax-related share disposition. On May 5, 2026, the company withheld 1,252 shares of Common Stock at $46.82 per share to cover tax obligations by delivering shares. After this transaction, she continues to hold 21,036 Citi Trends shares directly, indicating this was a compensation-related event rather than an open-market sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Plutino Heather L

Role EVP and CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,252	$46.82	$59K

Holdings After Transaction: Common Stock — 21,036 shares (Direct, null)

Footnotes (1)

Key Figures

Tax-withheld shares: 1,252 shares Implied share value: $46.82 per share Post-transaction holdings: 21,036 shares

3 metrics

Tax-withheld shares 1,252 shares Common Stock withheld on May 5, 2026 for tax obligations

Implied share value $46.82 per share Value used for 1,252-share tax-withholding disposition

Post-transaction holdings 21,036 shares CFO’s direct Citi Trends Common Stock holdings after transaction

Key Terms

Form 4, tax-withholding disposition, Common Stock, Payment of exercise price or tax liability by delivering securities

4 terms

Form 4 regulatory

"The filing does not report any open-market buys or sells. Instead, it shows a single tax-withholding disposition of 1,252 shares at $46.82 per share, used to satisfy tax obligations, while leaving 21,036 shares still held directly."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

tax-withholding disposition financial

"Citi Trends EVP and CFO Heather L. Plutino had 1,252 shares of Common Stock withheld to satisfy tax obligations. The shares were delivered at $46.82 each, reflecting a routine compensation-related tax-withholding disposition rather than an open-market purchase or sale."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"Citi Trends EVP and CFO Heather L. Plutino had 1,252 shares of Common Stock withheld to satisfy tax obligations."

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Payment of exercise price or tax liability by delivering securities financial

"transaction_code_description": "Payment of exercise price or tax liability by delivering securities""

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Plutino Heather L

(Last) (First) (Middle)

C/O CITI TRENDS, INC.

17 PARK OF COMMERCE BOULEVARD, SUITE 200

(Street)

SAVANNAH GEORGIA 31405

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Citi Trends Inc [ CTRN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/05/2026		F		1,252	D	$46.82	21,036	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	/s/ Heather Plutino	05/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Citi Trends (CTRN) report for Heather L. Plutino?

Citi Trends EVP and CFO Heather L. Plutino had 1,252 shares of Common Stock withheld to satisfy tax obligations. The shares were delivered at $46.82 each, reflecting a routine compensation-related tax-withholding disposition rather than an open-market purchase or sale.

Was the Citi Trends (CTRN) CFO’s Form 4 transaction a stock sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. 1,252 shares were delivered at $46.82 per share to cover tax obligations, a common mechanism when equity awards vest or are exercised, without indicating discretionary selling activity.

How many Citi Trends (CTRN) shares does the CFO hold after this Form 4 filing?

After the reported transaction, Heather L. Plutino directly holds 21,036 shares of Citi Trends Common Stock. This figure reflects her remaining position following the 1,252-share tax-withholding disposition recorded on May 5, 2026, as disclosed in the Form 4 data.

What does transaction code “F” mean in the Citi Trends (CTRN) Form 4?

Transaction code “F” indicates payment of an exercise price or tax liability by delivering securities. In this case, 1,252 Citi Trends shares were withheld at $46.82 each to satisfy tax obligations, classifying the event as a non-market, compensation-related disposition.

Did the Citi Trends (CTRN) CFO buy or sell shares in the open market?

The filing does not report any open-market buys or sells. Instead, it shows a single tax-withholding disposition of 1,252 shares at $46.82 per share, used to satisfy tax obligations associated with equity compensation, while leaving 21,036 shares still held directly.