Duluth Holdings (DLTH) SVP has Class B shares withheld for taxes

Rhea-AI Filing Summary

DULUTH HOLDINGS INC. senior vice president Richard W. Schlecht reported a routine tax-related share disposition. On March 17, 2026, 12,305 shares of Class B common stock were withheld to satisfy tax obligations upon vesting of restricted stock, rather than sold on the open market. After this withholding, he directly holds 332,237 Class B shares and has an additional 88,660 shares reported as indirectly held through UTMA accounts for his children.

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

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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^*

Schlecht Richard W

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Product Dev. & Sourcing

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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	03/17/2026		F		12,305(1)	D	$2.16	332,237	D
Class B Common Stock								88,660	I	By Children(2)

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. Represents shares used to satisfy tax withholding obligation upon vesting of restricted stock.

2. These shares are held by reporting person's children in UTMA accounts.

	Dennis F. Connolly, as POA	03/19/2026
	** 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 Richard W. Schlecht?

Duluth Holdings reported that SVP Richard W. Schlecht had 12,305 Class B shares withheld to cover taxes upon restricted stock vesting. This was a tax-withholding disposition, not an open-market sale, and reflects standard equity compensation mechanics.

Was the Duluth Holdings (DLTH) Form 4 transaction an insider sale in the market?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were surrendered to satisfy tax obligations triggered when restricted stock vested, a common administrative step in stock-based compensation plans.

How many Duluth Holdings (DLTH) shares were withheld for taxes in this filing?

A total of 12,305 shares of Duluth Holdings Class B common stock were used to satisfy tax withholding obligations. This occurred when restricted stock vested for SVP Richard W. Schlecht, according to the Form 4 disclosure and footnote explanation.

How many Duluth Holdings (DLTH) shares does Richard W. Schlecht own after the transaction?

After the tax-withholding disposition, Richard W. Schlecht directly holds 332,237 Class B shares. The filing also reports 88,660 additional Class B shares indirectly held in UTMA accounts for his children, reflecting both direct and indirect ownership positions.

What do the UTMA accounts mentioned in the Duluth Holdings (DLTH) Form 4 represent?

The Form 4 notes that 88,660 Class B shares are held in UTMA accounts for Richard W. Schlecht’s children. These are reported as indirect holdings, meaning the shares are owned in custodial accounts benefiting his children rather than held directly in his own name.