OXFORD INDUSTRIES INC

Compensation Program for Fiscal 2024

For fiscal 2024, our non-employee directors were compensated in accordance with the following program guidelines:

•an annual stock retainer in the form of restricted stock (subject to a vesting period generally coinciding with one year of service on our Board) granted to each non‑employee director with a grant date fair value of $125,000 (which was increased from an annual stock retainer with a grant date fair value of $115,000 for fiscal 2023);

•an annual cash retainer of $75,000 payable in quarterly installments to each non‑employee director (which was increased from an annual cash retainer of $65,000 for fiscal 2023);

•an additional annual cash retainer of $25,000 payable in quarterly installments to our lead director; and

•an additional annual cash retainer of $20,000 payable in quarterly installments to the chairs of our Audit, Finance and NC&G Committees.

To further facilitate our directors increasing their ownership of our stock, our non-employee directors are given the option to receive their annual cash retainers in the form of a one-time restricted stock grant having a grant date fair value equal to the retainer. For fiscal 2024, two of our non-employee directors elected to receive their cash retainers in the form of restricted stock.

Director compensation is paid for the 12-month period commencing with each annual meeting of shareholders. Accordingly, the fiscal 2024 director compensation program described above applies to the period starting with the 2024 annual meeting held on June 25, 2024 and concluding with this year’s annual meeting and does not coincide with our 2024 fiscal year for which director compensation is reported in the table below under “—Director Compensation for Fiscal 2024.”

Under our Deferred Compensation Plan, our non-employee directors are eligible to defer receipt of up to 100% of their cash retainers. Non-employee directors are permitted to “invest” their deferred fees among a platform of investment options that are available to our eligible employees who participate in the plan. Our Deferred Compensation Plan is an unfunded, non-qualified deferred compensation plan, and participants’ account balances are subject to the claims of our company’s creditors. In the event that our company becomes insolvent, participants in the plan would be unsecured general creditors with respect to their account balances, which we believe further aligns the interests of our participating directors with the long-term interests of our shareholders. Because our Deferred Compensation Plan does not provide above-market, fixed rates of return, earnings under the plan are not included in the table below under “—Director Compensation for Fiscal 2024.” Three of our non-employee directors elected to participate in our Deferred Compensation Plan during fiscal 2024.

As an employee director, our Chairman, Chief Executive Officer and President, Thomas C. Chubb III, is not compensated for his service on our Board.