STOCK TITAN

Destination XL Group (DXLG) director Mesdag receives 7,630 DSUs as chair pay

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MESDAG WILLEM reported acquisition or exercise transactions in this Form 4 filing.

DESTINATION XL GROUP, INC. director and 10% owner Willem Mesdag received a grant of 7,630 Deferred Stock Units (DSUs) as compensation for serving as Audit Committee chair. Each DSU equals one share of common stock and is valued based on the $0.5832 closing price on August 11, 2026. Following the grant, Mesdag is credited with 772,741 DSUs and is associated, through various entities, with 2,593,758 shares of common stock, with beneficial ownership disclaimed except for his pecuniary interest. DSUs are payable upon separation from service or certain events such as death, disability, or change in control under the company’s Director Plan.

Positive

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Insider MESDAG WILLEM
Role Director, 10% Owner
Type Security Shares Price Value
Grant/Award Deferred Stock Units F2, F3, F4, F5 7,630 $0.00 $0.00
holding Common Stock, $0.01 par value F1 -- -- --
Holdings After Transaction: Deferred Stock Units — 772,741 shares (Direct); Common Stock, $0.01 par value — 2,593,758 shares (Direct)
Footnotes (5)
  1. F1. The Reporting Person's ownership includes (i) 420,286 shares held by the Mesdag Family Limited Partnership, (ii) 97,529 shares held by the Mesdag Family Foundation, (iii), 44,746 shares held by the 2012 Mesdag Trust, (iv) 1,763,373 shares held by Red Mountain Capital Partners LLC, and (v) 267,824 shares held by Red Mountain Capital Management, Inc. The Reporting Person is the president, sole executive officer, sole director and sole shareholder of Red Mountain Capital Management, Inc. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The filing system would not permit the filer to report his ownership as indirect.
  2. F2. Deferred Stock Units (DSUs) issued pursuant to the Director's elected form of compensation for Audit Committee chairperson fee.
  3. F3. The per share value is determined by the closing price of the Company's common stock on August 11, 2026.
  4. F4. Each DSU is credited to the Reporting Person under the Company's Director Plan (the "Director Plan"). Each DSU represents ownership equivalent to one share of the Company's common stock.
  5. F5. The DSUs credited under the Director Plan are payable in the form elected or provided under the Director Plan on the earlier of (i) the Reporting Person's date of separation of service, or (ii) upon death, disability or change in control as defined in the Director Plan.
Deferred Stock Units granted 7,630 units DSUs granted on August 12, 2026 as Audit Committee chair compensation
DSU value per share $0.5832 Per-unit value based on DXLG common stock closing price on August 11, 2026
DSUs following grant 772,741 units Total Deferred Stock Units credited to Willem Mesdag after the reported grant
Common stock associated holdings 2,593,758 shares DXLG common shares held by entities associated with Mesdag, with beneficial ownership disclaimed except for pecuniary interest
Deferred Stock Units financial
"Deferred Stock Units (DSUs) issued pursuant to the Director's elected form of compensation"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
Director Plan financial
"Each DSU is credited to the Reporting Person under the Company's Director Plan"
change in control financial
"payable ... upon death, disability or change in control as defined in the Director Plan"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
pecuniary interest financial
"The Reporting Person disclaims beneficial ownership ... except to the extent of his pecuniary interest therein"

FAQ

What did Willem Mesdag report in this Form 4 for DXLG?

Willem Mesdag reported a grant of 7,630 Deferred Stock Units as Audit Committee chair compensation, each equivalent to one share of Destination XL Group, Inc. common stock, under the company’s Director Plan.

How many Deferred Stock Units does Mesdag hold after this DXLG transaction?

After the August 12, 2026 grant, Willem Mesdag is credited with 772,741 Deferred Stock Units. Each DSU represents the economic equivalent of one share of Destination XL Group, Inc. common stock under the Director Plan.

How is the value of the DXLG Deferred Stock Units determined?

The per-unit value of the Deferred Stock Units is based on the closing price of Destination XL Group, Inc. common stock on August 11, 2026, stated as $0.5832 per share in the filing’s footnotes.

When will the DXLG Deferred Stock Units granted to Mesdag be paid out?

The DSUs are payable under the Director Plan on the earlier of Mesdag’s separation from service or upon death, disability, or a change in control as defined in Destination XL Group, Inc.’s Director Plan.

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SEC Form 4
FORM 4UNITED 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*
MESDAG WILLEM

(Last)(First)(Middle)
C/O RED MOUNTAIN CAPITAL MANAGEMENT, INC
10100 SANTA MONICA BOULEVARD, SUITE 925

(Street)
LOS ANGELES CALIFORNIA 90067

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
DESTINATION XL GROUP, INC. [ DXLG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, $0.01 par value2,593,758D(1)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Stock Units(2)$0.5832(3)08/12/2026A7,630(4) (5) (5)Common Stock7,630$0772,741D
Explanation of Responses:
1. The Reporting Person's ownership includes (i) 420,286 shares held by the Mesdag Family Limited Partnership, (ii) 97,529 shares held by the Mesdag Family Foundation, (iii), 44,746 shares held by the 2012 Mesdag Trust, (iv) 1,763,373 shares held by Red Mountain Capital Partners LLC, and (v) 267,824 shares held by Red Mountain Capital Management, Inc. The Reporting Person is the president, sole executive officer, sole director and sole shareholder of Red Mountain Capital Management, Inc. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The filing system would not permit the filer to report his ownership as indirect.
2. Deferred Stock Units (DSUs) issued pursuant to the Director's elected form of compensation for Audit Committee chairperson fee.
3. The per share value is determined by the closing price of the Company's common stock on August 11, 2026.
4. Each DSU is credited to the Reporting Person under the Company's Director Plan (the "Director Plan"). Each DSU represents ownership equivalent to one share of the Company's common stock.
5. The DSUs credited under the Director Plan are payable in the form elected or provided under the Director Plan on the earlier of (i) the Reporting Person's date of separation of service, or (ii) upon death, disability or change in control as defined in the Director Plan.
Willem Mesdag (on behalf of himself and the Other Reporting Persons)08/14/2026
** Signature of Reporting PersonDate
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.
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* Form 4: SEC 1474 (03-26)