STOCK TITAN

Director stock grant at Duluth Holdings (DLTH) replaces cash retainer

(Neutral)
(Neutral)
Form Type
4

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 an award of 4,434 shares of Class B Common Stock. The stock was granted under the company’s 2024 Equity Incentive Plan in lieu of his quarterly cash retainer for board service. After this award, he directly holds 169,376 shares of Class B Common Stock.

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Insider Williams Scott K
Role Director
Type Security Shares Price Value
Grant/Award Class B Common Stock F1 4,434 -- --
Holdings After Transaction: Class B Common Stock — 169,376 shares (Direct)
Footnotes (1)
  1. F1. Award of Class B Common Stock under the 2024 Equity Incentive Plan of Duluth Holdings Inc. in lieu of quarterly cash retainer for service as a director.
Shares awarded 4,434 shares of Class B Common Stock Grant under 2024 Equity Incentive Plan in lieu of quarterly cash retainer
Direct holdings after award 169,376 shares of Class B Common Stock Shares directly held by Scott K. Williams following the reported transaction
Number of acquisition transactions 1 transaction Single non-derivative grant, award, or other acquisition reported on this Form 4
Class B Common Stock financial
"Award of Class B Common Stock under the 2024 Equity Incentive Plan"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
2024 Equity Incentive Plan financial
"under the 2024 Equity Incentive Plan of Duluth Holdings Inc."
quarterly cash retainer financial
"in lieu of quarterly cash retainer for service as a director"

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FAQ

What insider transaction did DLTH director Scott K. Williams report?

Scott K. Williams reported receiving an award of 4,434 shares of Duluth Holdings Class B Common Stock. The grant was issued under the 2024 Equity Incentive Plan in lieu of his quarterly cash retainer for service as a director.

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

Following the reported grant, Scott K. Williams directly holds 169,376 shares of Duluth Holdings Class B Common Stock. This figure reflects his direct ownership position after adding the 4,434-share award disclosed in the Form 4 filing.

Why did Duluth Holdings (DLTH) grant stock instead of cash to the director?

The footnote explains the shares were awarded in lieu of the quarterly cash retainer for Williams’s service as a director. Duluth Holdings compensated him with Class B Common Stock rather than paying that portion of his board retainer in cash.

What type of security was granted in this DLTH Form 4 transaction?

The transaction involves Class B Common Stock of Duluth Holdings Inc. It is a non-derivative equity award issued under the company’s 2024 Equity Incentive Plan, rather than options or other derivative securities.

Was the DLTH director stock award reported under a Rule 10b5-1 trading plan?

The Form 4’s Rule 10b5-1 checkbox is not marked as an affirmative plan transaction. The filing instead describes the shares as an equity award granted under the 2024 Equity Incentive Plan in lieu of the director’s quarterly cash retainer.

Is the DLTH director transaction a market purchase or a compensation grant?

The Form 4 codes the transaction as a grant, award, or other acquisition of 4,434 Class B Common shares. A footnote clarifies it is compensation, issued under the 2024 Equity Incentive Plan, rather than a market purchase of shares.
SEC Form 4
FORM 4UNITED 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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class B Common Stock08/02/2026A4,434A(1)169,376D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Award of Class B Common Stock under the 2024 Equity Incentive Plan of Duluth Holdings Inc. in lieu of quarterly cash retainer for service as a director.
Dennis F. Connolly, as POA08/04/2026
** Signature of Reporting PersonDate
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)