DXLG 10-K Annual Report Jan. 29, 2022 | Alphaminr
DESTINATION XL GROUP, INC.
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DXLG 10-K Fiscal year ended Jan. 29, 2022

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DESTINATION XL GROUP, INC.
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Name: DESTINATION XL GROUP, INC. <br /> CIK: 813298 <br /> Filing Type: 10-K/A <br /> Report Date: 2022-01-29 <br /> Download URL: https://www.sec.gov/Archives/edgar/data/813298/000095017022010953/dxlg-20220129.htm <br />
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosurePart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.1 Certificate of Amendment to Restated Certificate of Incorporation, effective as of August 6, 2021 (included as Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q filed on August 31, 2021, and incorporated herein by reference). 3.2 Restated Certificate of Incorporation of the Company (conformed copy incorporating all amendments through August 6, 2021 (included as Exhibit 3.2 to the Company's Quarterly Report on Form 10-Q filed on August 31, 2021, and incorporated herein by reference) 3.3 Fourth Amended and Restated By-Laws (included as Exhibit 3.1 to the Companys Current Report on Form 8-K filed on June 18, 2015, and incorporated herein by reference). 4.1 Description of Securities * 10.1 Companys 2006 Incentive Compensation Plan, as amended (included as Exhibit 10.3 to the Companys Annual Report on Form 10-K filed March 17, 2014 (File No. 001-34219), and incorporated herein by reference). 10.2 Companys 2016 Incentive Compensation Plan, as amended (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed August 6, 2021, and incorporated herein by reference). 10.3 Form of Non-Qualified Option Agreement for Associates (included as Exhibit 10.3 to the Companys Annual Report on Form 10-K filed March 20, 2017, and incorporated herein by reference). 10.4 Form of Non-Qualified Option Agreement for Associates (pursuant to the Companys Long-Term Incentive Plan, as amended) (included as Exhibit 10.3 to the Companys Quarterly Report on Form 10-Q filed August 27, 2020, and incorporated herein by reference). 10.5 Form of Restricted Stock Agreement for Associates (included as Exhibit 10.5 to the Companys Annual Report on Form 10-K filed March 20, 2017, and incorporated herein by reference). 10.6 Form of Restricted Stock Agreement for Associates (pursuant to the Companys Long-Term Incentive Plan) (included as Exhibit 10.6 to the Companys Annual Report on Form 10-K filed March 20, 2017, and incorporated herein by reference). 10.7 Form of Restricted Stock Unit Agreement for Associates (included as Exhibit 10.7 to the Companys Annual Report on Form 10-K filed March 20, 2017, and incorporated herein by reference). 10.8 Form of Restricted Stock Unit Agreement for Associates (pursuant to the Companys Long-Term Incentive Plan) (included as Exhibit 10.8 to the Companys Annual Report on Form 10-K filed March 20, 2017, and incorporated herein by reference). 10.9 Form of Deferred Stock Award Agreement for Non-Employee Directors (included as Exhibit 10.9 to the Companys Annual Report on Form 10-K filed March 20, 2017, and incorporated herein by reference). 10.10 Fifth Amended and Restated Non-Employee Director Compensation Plan (included as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed November 20, 2020, and incorporated herein by reference). 10.11 Sixth Amended and Restated Non-Employee Director Compensation Plan. * 10.12 Credit Agreement dated October 28, 2021, by and among Citizens Bank, N.A., as Administrative Agent and Collateral Agent, Other Lenders identified therein, the Company, as lead borrower, and the Borrowers and Guarantors identified therein (included as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on November 2, 2021, and incorporated herein by reference). 10.13 Seventh Amended and Restated Loan and Security Agreement dated as of May 24, 2018, by and among Bank of America, N.A., as Administrative Agent and Collateral Agent, the Lenders identified therein, the Company, as Lead Borrower, the Company and CMRG Apparel, LLC, as Borrowers, and the Guarantors identified therein (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed on May 30, 2018, and incorporated herein by reference). ** 10.14 First Amendment to Seventh Amended and Restated Credit Facility dated as of May 31, 2019, by and among Bank of America, N.A., as Administrative Agent and Collateral Agent, the Lenders identified therein, the Company, as Lead Borrower, the Company and CMRG Apparel, LLC, as Borrowers, and the Guarantors identified therein (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed June 6, 2019, and incorporated herein by reference). ** 10.15 Waiver and Second Amendment to Seventh Amended and Restated Credit Agreement dated as of September 5, 2019, by and among Bank of America, N.A., as Administrative Agent and Collateral Agent, the Lenders identified therein, the Company, as Lead Borrower, the Company and CMRG Apparel, LLC, as Borrowers, and the Guarantors identified therein (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed September 6, 2019, and incorporated herein by reference). ** 10.16 Third Amendment to Seventh Amended and Restated Credit Agreement dated as of April 15, 2020, by and among Bank of America, N.A., as Administrative Agent and Collateral Agent, the Lenders identified therein, the Company, as Lead Borrower, the Company and CMRG Apparel, LLC, as Borrowers, and the Guarantors identified therein (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed April 16, 2020, and incorporated herein by reference). 10.17 Employment Agreement between the Company and Harvey S. Kanter, dated February 19, 2019, which includes the Form of Performance Share Award Agreement and Form of Discretionary Restricted Stock Unit Award Agreement (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed February 20, 2019, and incorporated herein by reference). 10.18 Second Amended and Restated Employment Agreement between the Company and Peter H. Stratton, Jr. dated as of November 27, 2017 (included at Exhibit 10.32 to the Companys Annual Report on Form 10-K filed on March 23, 2018, and incorporated herein by reference). 10.19 Employment Agreement between the Company and Robert S. Molloy dated as of January 7, 2010 (included as Exhibit 10.2 to the Companys Current Report on Form 8-K filed on January 11, 2010 (File No. 001-34219), and incorporated herein by reference). 10.20 Employment Agreement between the Company and Francis C. Chane dated as of January 8, 2010 (included as Exhibit 10.34 to the Companys Annual Report on Form 10-K filed on March 19, 2010 (File No. 001-34219), and incorporated herein by reference). 10.21 Employment Agreement between the Company and John F. Cooney dated as of May 17, 2015 (included as Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q filed on August 27, 2015, and incorporated herein by reference). 10.22 Employment Agreement between the Company and Anthony J. Gaeta dated as of November 27, 2017 (included as Exhibit 10.41 to the Companys Annual Report on Form 10-K filed on March 23, 2018, and incorporated herein by reference). 10.23 Employment Agreement between the Company and Allison Surette dated as of May 17, 2018 (included as Exhibit 10.29 to the Companys Annual Report on Form 10-K filed on March 19, 2020, and incorporated herein by reference). 10.24 Employment Agreement between the Company and Ujjwal Dhoot dated as of November 19, 2019 (included as Exhibit 10.30 to the Companys Annual Report on Form 10-K filed on March 19, 2020, and incorporated herein by reference). 10.25 Amended Employment Agreement between the Company and Ujjwal Dhoot dated as of August 2, 2020 (included as Exhibit 10.2 to the Companys Quarterly Report on Form 10-Q filed on August 27, 2020, and incorporated herein by reference). 10.26 Employment Agreement between the Company and Stacey Jones effective February 19, 2021 (included as Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q filed on May 27, 2021, and incorporated herein by reference). 10.27 Fourth Amended and Restated Annual Incentive Plan (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed on May 6, 2019, and incorporated herein by reference). 10.28 Second Amended and Restated Long-Term Incentive Plan (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed on June 22, 2018, and incorporated herein by reference). 10.29 First Amendment to the Second Amended and Restated Long-Term Incentive Plan (included as Exhibit 10.1 to the Companys Form 10-Q filed on November 30, 2018, and incorporated herein by reference). 10.30 Third Amended and Restated Long-Term Incentive Plan (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed on June 12, 2020, and incorporated herein by reference). 10.31 Letter Agreement, dated January 29, 2014, by and between the Company and Red Mountain Capital Partners LLC (included as Exhibit 10.1 to the Companys Quarterly Report on Form 10-Q filed on November 17, 2017, and incorporated herein by reference). 10.32 Letter Agreement, dated April 4, 2018, by and between the Company and Red Mountain Capital Partners LLC (included as Exhibit 10.38 to the Companys Annual Report on Form 10-K filed on March 19, 2020, and incorporated herein by reference). 10.33 Form of Securities Purchase Agreement (included as Exhibit 10.1 to the Companys Current Report on Form 8-K/A, filed on February 5, 2021, and incorporated herein by reference). 10.34 Placement Agency Agreement, dated February 5, 2021, between the Company and D.A. Davidson Co. (included as Exhibit 10.2 to the Companys Current Report on Form 8-K/A, filed on February 5, 2021, and incorporated herein by reference). 10.35 Contribution Agreement dated January 30, 2006 by and among the Company, Spirit SPE Canton, LLC and Spirit Finance Acquisitions, LLC (included as Exhibit 10.1 to the Companys Current Report on Form 8-K filed on February 3, 2006 (File No. 001-34219), and incorporated herein by reference). 10.36 Membership Interest Purchase Agreement dated January 30, 2006 by and between the Company and Spirit Finance Acquisitions, LLC (included as Exhibit 10.2 to the Companys Current Report on Form 8-K filed on February 3, 2006 (File No. 001-34219), and incorporated herein by reference). 10.37 Lease Agreement dated February 1, 2006 by and between the Company and Spirit SPE Canton, LLC (included as Exhibit 10.3 to the Companys Current Report on Form 8-K filed on February 3, 2006 (File No. 001-34219), and incorporated herein by reference). 21.1 Subsidiaries of the Registrant. * 23.1 Consent of Independent Registered Public Accounting Firm. * 31.1 Certification of Chief Executive Officer of the Company pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. * 31.2 Certification of Chief Financial Officer of the Company pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934. * 32.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. * 32.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *