Duluth Holdings (DLTH) grants 22,858 restricted shares to director Williams

Rhea-AI Filing Summary

Williams Scott K reported acquisition or exercise transactions in this Form 4 filing.

Duluth Holdings Inc. director Scott K. Williams received a grant of 22,858 shares of Class B common stock as restricted stock, awarded at $0.0000 per share under the company’s 2024 Equity Incentive Plan. These restricted shares vest in full on the earlier of June 3, 2027 or the date of Duluth Holdings Inc.’s 2027 annual meeting of shareholders. Following this equity award, Williams directly holds 164,942 shares of Class B common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Williams Scott K

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	22,858	$0.00	--

Holdings After Transaction: Class B Common Stock — 164,942 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Restricted stock grant: 22,858 shares Grant price: $0.0000 per share Shares owned after grant: 164,942 shares +1 more

4 metrics

Restricted stock grant 22,858 shares Class B Common Stock awarded to director

Grant price $0.0000 per share Restricted stock award under 2024 Equity Incentive Plan

Shares owned after grant 164,942 shares Director’s direct Class B holdings after transaction

Vesting date trigger June 3, 2027 Earlier of this date or 2027 annual meeting

Key Terms

restricted stock, 2024 Equity Incentive Plan, vest in full, annual meeting of shareholders

4 terms

restricted stock financial

"Award of restricted stock granted under the 2024 Equity Incentive Plan"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

2024 Equity Incentive Plan financial

"granted under the 2024 Equity Incentive Plan of Duluth Holdings Inc."

vest in full financial

"The shares of restricted stock vest in full on the earlier of June 3, 2027"

annual meeting of shareholders financial

"or the date of the Duluth Holdings Inc. 2027 annual meeting of shareholders"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

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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^*

Williams Scott K

(Last) (First) (Middle)

201 EAST FRONT STREET

(Street)

MOUNT HOREB WISCONSIN 53572

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DULUTH HOLDINGS INC. [ DLTH ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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
Class B Common Stock	06/03/2026		A		22,858	A	(1)	164,942	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:

1. Award of restricted stock granted under the 2024 Equity Incentive Plan of Duluth Holdings Inc. The shares of restricted stock vest in full on the earlier of June 3, 2027 or the date of the Duluth Holdings Inc. 2027 annual meeting of shareholders.

	Dennis F. Connolly, as POA	06/05/2026
	** 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 Duluth Holdings (DLTH) report for Scott K. Williams?

Duluth Holdings reported that director Scott K. Williams received a grant of 22,858 shares of Class B common stock as restricted stock. The award was made at $0.0000 per share under the company’s 2024 Equity Incentive Plan as equity compensation.

When do Scott K. Williams’ new Duluth Holdings restricted shares vest?

The 22,858 restricted shares granted to Scott K. Williams vest in full on the earlier of June 3, 2027 or the date of Duluth Holdings Inc.’s 2027 annual meeting of shareholders. Until vesting, the shares are subject to forfeiture under plan terms.

How many Duluth Holdings (DLTH) shares does Scott K. Williams own after this grant?

After the restricted stock award, Scott K. Williams directly holds 164,942 shares of Duluth Holdings Class B common stock. This figure reflects his updated ownership position reported in the Form 4 following the 22,858-share equity grant acquisition.

Was the Duluth Holdings Form 4 transaction an open-market purchase or a grant?

The transaction was a grant of restricted stock, not an open-market purchase. Williams acquired 22,858 Class B shares at $0.0000 per share as a compensation award under the 2024 Equity Incentive Plan, rather than buying shares on the open market.

Under which plan was the Duluth Holdings restricted stock granted to Scott K. Williams?

The restricted stock granted to Scott K. Williams was awarded under the 2024 Equity Incentive Plan of Duluth Holdings Inc. This plan governs equity-based compensation, including restricted stock awards that vest over time or upon specified corporate events.