Duluth Holdings (NASDAQ: DLTH) SVP uses 8,691 shares for tax withholding

Rhea-AI Filing Summary

Duluth Holdings SVP Richard W. Schlecht reported a routine tax-related share disposition. On March 13, 2026, 8,691 shares of Class B common stock were withheld at $2.16 per share to cover taxes upon vesting of restricted stock, rather than sold on the open market.

After this, he directly held 344,542 shares of Class B stock and indirectly held 88,660 shares in UTMA accounts for his children, showing he retains a substantial ownership position.

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

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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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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	03/13/2026		F		8,691(1)	D	$2.16	344,542	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	03/17/2026
	** 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).
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FAQ

What insider transaction did Duluth Holdings (DLTH) report for Richard W. Schlecht?

Duluth Holdings reported that SVP Richard W. Schlecht had 8,691 Class B shares withheld to cover tax obligations on vested restricted stock. This was a tax-withholding disposition, not an open-market sale, and reflects routine equity compensation mechanics.

How many Duluth Holdings (DLTH) shares were used for tax withholding?

A total of 8,691 shares of Duluth Holdings Class B common stock were used to satisfy tax withholding on vested restricted stock. The price reported for these shares was $2.16 per share, reflecting the value used for the tax calculation.

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

After the tax-withholding disposition, Richard W. Schlecht directly holds 344,542 Class B shares of Duluth Holdings. In addition, 88,660 Class B shares are held indirectly in UTMA accounts for his children, indicating a sizable continuing ownership interest.

Was the Duluth Holdings (DLTH) insider transaction an open-market sale?

No, the transaction was not an open-market sale. Shares were withheld to satisfy tax obligations when restricted stock vested. This type of F-code transaction is a payment of tax liability using shares, rather than a discretionary sale into the market.

How are the children’s Duluth Holdings (DLTH) shares reported in this Form 4?

The Form 4 reports 88,660 Class B shares held indirectly in UTMA accounts for Richard W. Schlecht’s children. These are identified as indirect ownership “By Children,” indicating the holdings are for the benefit of his children rather than direct personal holdings.