Every 8-K that Destination Xl (DXLG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow DXLG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DXLG filings page.
Destination XL Group, Inc. (DXLG) reported second-quarter fiscal 2026 sales of $111.6 million, down 3.4% from $115.5 million as comparable sales fell 3.5%. Store comps declined 4.3% and direct comps 1.6%, reflecting softer traffic partly offset by better conversion and transaction values.
Despite lower sales, profitability improved. Gross margin rose to 47.9% from 45.2%, aided by a $4.6 million tariff refund, while SG&A dollars fell $1.8 million. Net income was $2.0 million or $0.04 per diluted share versus a loss of $0.3 million; adjusted EPS was $0.05 vs $0.01, and adjusted EBITDA increased to $7.7 million from $4.7 million, a margin of 6.9%.
Cash and investments were $20.1 million with no debt, though operating cash flow for the first six months was $(2.8) million and free cash flow $(8.7) million, both negative but improved versus the prior year. Inventory was $75.5 million with clearance at 9.8% of inventory, near the 10% target. The board completed a new evaluation of the planned merger with FullBeauty and determined the merger and related share issuance are no longer advisable or in stockholders’ best interests, recommending that stockholders vote “AGAINST” the issuance proposal.
Destination XL Group, Inc. (DXLG) announced that its Board appointed James E. “Jimmy” Olsson as Executive Vice President and Chief Growth Officer effective September 6, 2026, a newly created role overseeing direct businesses, retail stores, merchandising, planning, global sourcing and brand strategy.
Olsson transitions from a consulting role in which he was paid $111,359.92 in fiscal 2025 and $242,905.88 in fiscal 2026, plus $28,000 in reimbursed legal fees. Under his employment agreement, he will receive a base salary of $475,000, a one-time $250,000 RSU grant vesting over three years, and a one-time $100,000 cash sign-on award payable in December 2026, subject to continued employment.
He is eligible for an annual bonus targeted at 60% of base salary and LTIP participation at 90% of base salary at his job level, with a mix of time-based and performance-based awards. If he resigns for Good Reason or is terminated without Justifiable Cause, he is entitled to six months of base salary and a pro-rated bonus; if such a termination occurs within one year after a qualifying Change of Control, cash severance increases to twelve months of his highest base salary in the defined look-back period.
Destination XL Group, Inc. (DXLG) reported that it has amended its previously announced Agreement and Plan of Merger with Divine Merger Sub I, Inc. and FBB Holdings I, Inc. The amendment, dated August 19, 2026, extends the merger agreement’s end date from September 11, 2026 to October 30, 2026, allowing additional time for the proposed merger to be completed under the existing terms.
DXL has filed a preliminary proxy statement and plans to file a definitive proxy statement regarding the issuance of DXL common stock in the merger, which will be provided to stockholders for their vote. Investors are directed to review the proxy materials and related SEC filings for detailed information about the merger and the interests of DXL’s and FBB’s directors and executive officers in the transaction.
Destination XL Group, Inc. appointed Lionel F. Conacher, current Chairman of the Board, as Interim Chief Executive Officer and Principal Executive Officer effective August 12, 2026, following the retirement of President and CEO Harvey S. Kanter, whose employment and board service end August 11, 2026. His departure is described as retirement rather than a dispute.
Under an Offer of Employment Letter with a subsidiary, Mr. Conacher will receive a base salary of $80,000.00 per month and $15,000.00 in fully vested common stock each month starting August 12, 2026, with share counts based on the prior business day’s closing price. His employment is at will, he forgoes additional director fees and other incentive or equity plans while serving as Interim CEO, and he is not entitled to severance or change-in-control benefits.
Effective August 12, 2026, Carmen R. Bauza becomes Lead Independent Director with a $25,000 annual fee; Willem Mesdag becomes Audit Committee Chair, Jack Boyle joins the Audit Committee, and Elaine K. Rubin joins the Compensation Committee. The accompanying press release highlights ongoing efforts to return the company to profitability, initiatives such as FiTMAP, AI investments, and responses to GLP-1 usage, and notes the proposed merger with FullBeauty and Zodiac Partners II, LLC’s unsolicited tender offer.
Destination XL Group, Inc. reports that Nasdaq has approved transferring its common stock listing from the Nasdaq Global Market to the Nasdaq Capital Market, providing an additional 180-day period, until February 1, 2027, to regain compliance with the $1.00 per share minimum bid price requirement.
After the transfer, DXLG will continue trading under the “DXLG” symbol. To regain compliance, the closing bid must be at least $1.00 for at least ten consecutive business days during the extended period. The company is evaluating options, including a potential reverse stock split; failure to comply could result in delisting, subject to appeal.
Destination XL Group disclosed that its Board of Directors has unanimously recommended that stockholders reject Zodiac Partners II’s revised, unsolicited tender offer to buy all outstanding DXL shares for $0.84 per share in cash and not tender their stock.
The Board stated that, even after a modest increase in price, the offer still undervalues the company and described Zodiac’s repeated bids as highly conditional and opportunistic. Stockholders who already tendered may withdraw their shares at any time before the offer’s stated expiration at 5:00 PM ET on July 24, 2026. The company filed a Schedule 14D-9 with its formal recommendation and has engaged financial, legal and communications advisors to support its response.
Destination XL Group announced that its board is reviewing a revised, unsolicited tender offer from Zodiac Partners II to acquire all outstanding DXL shares for $0.84 per share in cash. The board, with independent financial and legal advisors, will evaluate the proposal in line with its fiduciary duties and issue a formal recommendation later.
The company previously reviewed and unanimously rejected an earlier Zodiac tender offer at $0.82 per share, which it described as highly conditional and not reflective of DXL’s underlying value. Stockholders are explicitly advised to take no action at this time until the board provides its recommendation via an amended Schedule 14D-9 filing.
Destination XL Group has updated investors on its pending merger of equals with FBB Holdings I, Inc. (FullBeauty). The Board of Directors, with external financial and legal advisors, reevaluated the deal and still sees strategic logic in combining the businesses.
However, the Board now believes that, given a more challenging consumer environment since the merger agreement was signed in December 2025 and FullBeauty’s indebtedness, the existing merger terms are not in DXL stockholders’ best interests. DXL is in constructive discussions with FullBeauty to determine the best path forward, and plans to file a proxy statement so stockholders can vote on any stock issuance for the merger.
Destination XL Group reported first-quarter fiscal 2026 results with sales of $103.3 million and a net loss of $5.9 million, or $(0.11) per diluted share. Sales declined 2.1% from the prior year and comparable sales fell 3.8%, with store comps down more than direct.
Gross margin slipped to 44.3%, weighed by tariffs, higher shipping fuel surcharges and clearance markdowns, partly offset by lower occupancy costs and stronger private-brand mix. Adjusted EBITDA was slightly negative at $(0.7) million, and adjusted net loss was $(0.06) per diluted share.
The company ended the quarter with $16.2 million in cash and investments and no debt, and availability of $70.0 million under its credit facility. Management highlighted FiTMAP fit technology rolled out to 188 stores, new AI initiatives to enhance digital discovery, and evolving demand dynamics tied to GLP‑1 weight-loss medications. Destination XL also referenced a separate press release updating its pending merger with FullBeauty Brands.
Destination XL Group, Inc. reported that its Board of Directors unanimously recommends that shareholders reject the unsolicited tender offer made by Zodiac Partners II, LLC at $0.82 per share and not tender their shares. The Board concluded, after consulting external legal and financial advisors, that the offer does not reflect the company’s underlying value and is highly conditional and opportunistic.
The company also postponed its previously announced fiscal first-quarter 2026 results. It now plans to release these results before the market opens on June 3, 2026, followed by a conference call at 9:00 a.m. Eastern Time. Destination XL filed a Schedule 14D-9 with the SEC detailing its formal recommendation regarding the tender offer.
Destination XL Group, Inc. disclosed that its board is reviewing an unsolicited tender offer from Zodiac Partners II, LLC to purchase DXL shares at $0.82 per share in cash. The board is evaluating this offer with independent financial and legal advisors in light of its existing merger agreement with FullBeauty.
The board has not yet made a recommendation and has advised shareholders to take no action at this time. Within ten business days of Zodiac’s May 12, 2026 offer, DXL plans to file a Schedule 14D-9 with the SEC stating the board’s position, which will also be available on the company’s investor relations website.
Destination XL Group reported that it will not renew the employment agreement of President and Chief Executive Officer Harvey S. Kanter. The company gave notice on May 11, 2026, consistent with Kanter’s expressed desire to retire and the terms of his contract.
As a result, Kanter’s amended and restated employment agreement will expire and his employment with the company will end on August 11, 2026. The disclosure focuses on this planned leadership transition and does not describe any other management or compensation changes.
Destination XL Group, Inc. reported weaker results for the fourth quarter and fiscal 2025, with sales and profits down sharply and a large tax-related charge driving a net loss. Fourth-quarter sales fell to $112.1 million from $119.2 million, and comparable sales declined 7.3% as store traffic remained soft. Net loss for the quarter widened to $29.6 million, or $(0.54) per diluted share, including a non-cash $20.4 million valuation allowance against deferred tax assets. For fiscal 2025, sales dropped 6.9% to $435.0 million and the company swung to a net loss of $35.9 million, or $(0.66) per share, while adjusted EBITDA fell to $1.6 million from $19.9 million. Cash and investments were $28.8 million with no debt, but free cash flow turned negative. Management highlighted cost controls, a greater focus on higher-margin private brands, rollout of its FiTMAP® sizing technology to 188 stores, and an expected second-quarter fiscal 2026 closing of its planned merger with FullBeauty Brands, which is projected to create a combined business with about $1.2 billion in revenue and $25 million in annual run-rate cost synergies.
Destination XL Group, Inc. has received a notice from Nasdaq that its common stock no longer meets the Nasdaq Global Market minimum bid price requirement of $1.00 per share. The notice followed 30 consecutive business days with a closing bid below this threshold.
The company has 180 calendar days, until August 3, 2026, to regain compliance by having its stock close at or above $1.00 per share for at least ten consecutive business days. If it does not regain compliance, it may seek an additional 180‑day period by transferring to the Nasdaq Capital Market and potentially implementing a reverse stock split, subject to meeting other listing standards and Nasdaq’s determination. The notice does not immediately affect the stock’s current listing or the company’s operations and SEC reporting, but there is no assurance it will regain or maintain compliance.
Destination XL Group, Inc. reported holiday sales results for the nine weeks ended January 3, 2026 and furnished these details through a press release. The company also reminded investors that it previously entered into a definitive agreement to merge with FBB Holdings I, Inc. (FullBeauty) and described expectations for the combined inclusive-apparel business. The communication notes that a proxy statement will be filed so DXL stockholders can vote on the issuance of DXL common stock in connection with the Merger, and states that the companies currently expect the transaction to close in the first half of fiscal 2026, subject to stockholder approval and other customary conditions.
Destination XL Group, Inc. furnished a current report describing how it is sharing its latest quarterly performance. On August 27, 2025, the company issued a press release announcing operating results for the second quarter of fiscal 2025, and attached this release as an exhibit. The company also scheduled an audio webcast for that same day at 9:00 a.m. ET, available through its website’s Investor Relations section, to discuss these second-quarter fiscal 2025 results in more detail.
Destination XL Group, Inc. (DXLG) filed an 8-K (Item 5.07) reporting final voting outcomes from its 7 Aug 2025 Annual Meeting. Shareholders re-elected all seven directors with ≥20.69 m votes FOR and ≤0.21 m AGAINST per nominee; 12.83 m broker non-votes were logged.
The non-binding “say-on-pay” proposal passed: 17.74 m FOR (83.2%), 2.48 m AGAINST (11.6%), 0.70 m abstain; 12.83 m broker non-votes. KPMG LLP was ratified as independent auditor for FY ending 31 Jan 2026 with 33.06 m FOR (97.9%), 0.64 m AGAINST, 0.05 m abstain.
No other material items, financial metrics, or strategic actions were disclosed. The filing is largely procedural with limited direct financial impact.
Destination XL Group, Inc. (DXLG) has executed an Amendment to its 2006 lease covering the company’s 725,835-sq-ft headquarters and distribution center in Canton, Massachusetts.
- Term: Extended seven years, running from 1 February 2026 to 31 January 2033.
- Rent: Monthly base rent set at $479,765 for the first 12 months of the extension, followed by automatic 3 % annual escalators.
- Improvement allowance: Landlord will provide up to $4.719 million to fund qualifying repairs, replacements and improvements.
- Future options: DXLG may renew for three additional five-year periods at then-determined fair-market rent.
The amendment delivers long-term site stability and near-term capital support, ensuring uninterrupted operations at the company’s sole headquarters/distribution hub. The predictable rent schedule aids budgeting, while the allowance lowers immediate cash outlays for facility upgrades. However, the agreement introduces a sizeable fixed obligation that rises annually, increasing lease liabilities on the balance sheet and elevating future cash commitments. No changes to revenue guidance or other financial metrics were disclosed in this filing.