Duluth Holdings (DLTH) director gets 5,455-share equity grant in lieu of cash

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 5,455 shares of Class B Common Stock as equity compensation. The shares were granted at no cash cost per share and were issued under the company’s 2024 Equity Incentive Plan in lieu of a quarterly cash retainer for board service. Following this grant, Williams directly holds 142,084 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	5,455	$0.00	--

Holdings After Transaction: Class B Common Stock — 142,084 shares (Direct, null)

Footnotes (1)

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Key Figures

Equity award shares: 5,455 shares Grant price per share: $0.00 per share Shares owned after grant: 142,084 shares

3 metrics

Equity award shares 5,455 shares Class B Common Stock grant in lieu of quarterly cash retainer

Grant price per share $0.00 per share Stated transaction price for the equity award

Shares owned after grant 142,084 shares Class B Common Stock directly held after the transaction

Key Terms

Class B Common Stock, 2024 Equity Incentive Plan, quarterly cash retainer, Form 4

4 terms

Class B Common Stock financial

"security_title: "Class B Common Stock""

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

"Award of Class B Common Stock 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"

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

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.

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)
05/03/2026

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	05/03/2026		A		5,455	A	(1)	142,084	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 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 POA	05/06/2026
	** 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 did Duluth Holdings (DLTH) director Scott K. Williams report on this Form 4?

Scott K. Williams reported receiving 5,455 shares of Class B Common Stock as an equity award. The shares were granted at no cash cost under Duluth Holdings’ 2024 Equity Incentive Plan as part of his director compensation.

Was the Duluth Holdings (DLTH) Form 4 transaction a stock purchase or sale?

The Form 4 shows an acquisition through a grant, not a market trade. Williams received 5,455 Class B Common shares as a compensation award, rather than buying or selling shares in the open market.

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

After the reported equity award, Scott K. Williams directly holds 142,084 shares of Duluth Holdings Class B Common Stock. This figure reflects his position following the 5,455-share grant recorded in the Form 4 filing.

What plan governed the equity award reported by Duluth Holdings (DLTH) director Williams?

The equity award was granted under Duluth Holdings’ 2024 Equity Incentive Plan. According to the footnote, the Class B Common Stock was issued instead of a quarterly cash retainer for Williams’ service as a director.

Did Duluth Holdings (DLTH) pay cash for the shares granted to director Scott K. Williams?

No cash changed hands for this award. The 5,455 Class B Common shares were granted at a stated price of $0.00 per share, serving as equity compensation in lieu of Williams’ quarterly cash retainer for board service.