Citi Trends (CTRN) VP uses 504 shares to cover tax liability

Rhea-AI Filing Summary

Citi Trends Inc executive Kyle Koenig, VP of Stores and Real Estate, reported a routine tax-related share disposition. On May 5, 2026, 504 shares of common stock were withheld at $46.82 per share to cover tax obligations. After this non-market transaction, Koenig directly holds 11,615 Citi Trends shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Koenig Kyle

Role VP of Stores and Real Estate

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	504	$46.82	$24K

Holdings After Transaction: Common Stock — 11,615 shares (Direct, null)

Footnotes (1)

Key Figures

Tax-withholding shares: 504 shares Implied share value: $46.82 per share Post-transaction holdings: 11,615 shares

3 metrics

Tax-withholding shares 504 shares Common Stock withheld for tax on May 5, 2026

Implied share value $46.82 per share Value used for 504-share tax-withholding disposition

Post-transaction holdings 11,615 shares Common Stock directly owned after tax-withholding transaction

Key Terms

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

3 terms

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

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.

Payment of exercise price or tax liability by delivering securities financial

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

Common Stock financial

"security_title: Common Stock"

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.

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^*

Koenig Kyle

(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)
	VP of Stores and Real Estate

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		504	D	$46.82	11,615	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, Attorney-in-Fact	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 Kyle Koenig?

Kyle Koenig reported a tax-related share disposition. On May 5, 2026, 504 Citi Trends common shares were withheld to satisfy tax obligations, recorded as a Form 4 transaction code F, rather than an open-market purchase or sale.

How many Citi Trends (CTRN) shares were used for Kyle Koenig’s tax withholding?

A total of 504 common shares were used for tax withholding. These Citi Trends shares were valued at $46.82 each in the Form 4, reflecting a routine payment of tax liability by delivering securities instead of a cash payment.

What price per share was reported in Kyle Koenig’s Citi Trends Form 4 filing?

The Form 4 reported a price of $46.82 per share. This price applies to the 504 Citi Trends common shares withheld to cover tax obligations, consistent with a transaction code F tax-withholding disposition rather than a voluntary open-market trade.

How many Citi Trends (CTRN) shares does Kyle Koenig hold after this transaction?

Koenig holds 11,615 Citi Trends shares directly after the filing. The Form 4 shows this post-transaction balance following the 504-share tax-withholding disposition, giving investors clarity on his remaining direct ownership in the company.

Was Kyle Koenig’s Citi Trends transaction an open-market sale of shares?

No, the transaction was not an open-market sale. The Form 4 lists transaction code F and describes it as payment of tax liability by delivering securities, indicating a tax-withholding disposition rather than a discretionary sale on the market.