Destination XL (DXLG) Executive Granted 62,722 Performance RSUs Under 2022-2024 LTIP

Rhea-AI Filing Summary

Peter H. Stratton Jr., EVP, CFO and Treasurer of Destination XL Group, Inc. (DXLG), received 62,722 restricted stock units (RSUs) that vest into common stock on a one-for-one basis. The Form 4 reports a transaction dated 08/31/2025 coded M showing the grant of 62,722 RSUs at a $0 conversion price, reflecting performance-based compensation awarded on 04/15/2025 under the company's 2022-2024 Long-Term Incentive Plan. After the grant, the reporting person beneficially owned 316,110 shares. The filing is signed by Mr. Stratton on 09/03/2025 and documents a routine equity compensation award to an executive officer.

Positive

• Material equity grant disclosed: 62,722 RSUs awarded to the EVP/CFO/Treasurer, increasing alignment with shareholders
• Ownership increased to 316,110 shares following the reported RSU grant
• Grant tied to performance plan: RSUs were granted under the 2022-2024 Long-Term Incentive Plan (performance-based)

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine performance-based RSU grant to a senior executive increases his stake; reflects compensation governance rather than a market-moving event.

The Form 4 discloses a grant of 62,722 RSUs to the EVP/CFO/Treasurer under the 2022-2024 LTIP, with RSUs converting one-for-one to common shares. This is a standard disclosure for executive equity awards and aligns pay with multi-year performance objectives. The transaction code M and the disclosure of the grant date and plan provide clear governance transparency. There is no indication of cash purchase or disposition activity; the filing documents an issuance of performance-based equity.

Compensation Analyst

TL;DR: The award is a sizeable equity grant but presented as performance-based RSUs; it increases insider ownership without immediate cash flow.

62,722 RSUs granted at a $0 conversion price are recorded as acquired on 08/31/2025 and stem from a performance grant dated 04/15/2025 under the 2022-2024 LTIP. The reporting person now beneficially owns 316,110 shares, which may align executive incentives with shareholders over the performance period. The Form 4 provides necessary details on amount, plan, and resulting ownership, but does not disclose vesting schedule specifics in this filing.

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

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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^*

Stratton Peter H Jr.

(Last) (First) (Middle)

C/O DESTINATION XL GROUP, INC.

555 TURNPIKE STREET

(Street)

CANTON MA 02021

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DESTINATION XL GROUP, INC. [ DXLG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO, Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
08/31/2025

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
Common Stock, $0.01 par value	08/31/2025		M		62,722	A	$0(1)	316,110	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
Restricted Stock Units	(1)	08/31/2025		M			62,722	(2)	(2)	Common Stock	62,722	$0	0	D

Explanation of Responses:

1. Restricted stock units ("RSU") convert into common stock on a one-for-one basis.

2. Represents RSUs for performance-based compensation granted to the Reporting Person on April 15, 2025 under the 2022-2024 Long-Term Incentive Plan.

	Peter H. Stratton, Jr.	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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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FAQ

What transaction did DXLG insider Peter H. Stratton Jr. report on Form 4?

The Form 4 reports the acquisition of 62,722 restricted stock units (RSUs) by Peter H. Stratton Jr., recorded with a transaction date of 08/31/2025.

How many shares does Peter H. Stratton Jr. beneficially own after the reported transaction?

Following the reported RSU grant, the filing shows he beneficially owns 316,110 shares of DXLG common stock.

What is the source of the RSU award disclosed in the Form 4 for DXLG (symbol: DXLG)?

The RSUs represent performance-based compensation granted on 04/15/2025 under the company’s 2022-2024 Long-Term Incentive Plan.

What is the conversion price or cost for the RSUs reported on the Form 4?

The RSUs convert into common stock on a one-for-one basis and are reported with a $0 price in the Form 4.

When was the Form 4 signed by the reporting person?

The Form 4 bears the reporting person’s signature dated 09/03/2025.