Duluth Holdings (DLTH) director awarded 7,469 Class B shares as fee

Rhea-AI Filing Summary

Duluth Holdings Inc. director Williams Scott K reported receiving an award of 7,469 shares of Class B Common Stock on February 1, 2026. The shares were granted under the company’s 2024 Equity Incentive Plan in lieu of a quarterly cash retainer for board service.

Following this stock award, Williams Scott K beneficially owns 136,629 shares of Class B Common Stock, held as a direct ownership position.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Williams Scott K

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Stock	7,469	$0.00	--

Holdings After Transaction: Class B Common Stock — 136,629 shares (Direct)

Footnotes (1)

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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 WI 53572

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	02/01/2026		A		7,469	A	(1)	136,629	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	02/03/2026
	** 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.

FAQ

What does Duluth Holdings (DLTH) recent Form 4 filing show?

The Form 4 shows director Williams Scott K received 7,469 shares of Duluth Holdings Class B Common Stock on February 1, 2026. The grant was an equity award given instead of a quarterly cash retainer for his board service under the 2024 Equity Incentive Plan.

How many Duluth Holdings (DLTH) shares did the director receive?

Director Williams Scott K received 7,469 shares of Duluth Holdings Class B Common Stock. According to the Form 4, this stock award was provided as compensation in lieu of a quarterly cash retainer for serving as a director under the company’s 2024 Equity Incentive Plan.

What is the ownership position of Williams Scott K after this DLTH transaction?

After the award, Williams Scott K beneficially owns 136,629 shares of Duluth Holdings Class B Common Stock. The Form 4 indicates this entire position is held as a direct ownership stake, reflecting his updated holdings following the February 1, 2026 equity grant.

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

The shares were granted in lieu of a quarterly cash retainer for service as a director. Under Duluth Holdings’ 2024 Equity Incentive Plan, directors can receive Class B Common Stock awards rather than cash payments as part of their regular board compensation structure.

What type of security did the Duluth Holdings (DLTH) director receive?

The director received Class B Common Stock of Duluth Holdings Inc. The Form 4 specifies an award of 7,469 shares of this class, granted under the 2024 Equity Incentive Plan as non-cash compensation for board service during the applicable quarterly period.

Was any price paid for the Duluth Holdings (DLTH) shares reported on Form 4?

No cash price was paid for these shares; the transaction price per share is listed as 0.0000. The 7,469 Class B Common Stock shares were issued as an equity award, replacing the director’s quarterly cash retainer under the 2024 Equity Incentive Plan.