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DULUTH HOLDINGS INC.

For the period ended May 29, 2025. Filed Apr 11, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 29, 2025 · Filed Apr 11, 2025

Use the contents to explore the available documents and sections.

DLTH$3.91-4.2%Stored close · as of Nov 6, 2026
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Contents

Pay Versus Performance

The following table sets forth the compensation for our Chief Executive Officer and the average compensation for our other named executive officers, both as reported in the Summary Compensation Table and with certain adjustments to reflect the “compensation actually paid” to such individuals, as defined under SEC rules, for each of fiscal years 2024, 2023 and 2022. The table also provides information on our cumulative total shareholder return (“TSR”) and Net Income over such years in accordance with SEC rules.

Year · Summary CompensationTable Total for PrincipalExecutive Officer(“PEO”)(1) · CompensationActually Paidto PEO(1)(3) · AverageSummaryCompensationTable Total forNon-PEONEOs(2) · AverageCompensationActually Paidto Non-PEONEOs(3) · Value ofInitialFixed $100InvestmentBased OnTSR · Net (Loss)Income
Samuel M. Sato · Non-PEO NEOs
2024$2,496,000$894,095$881,336$808,373$20($43,700,000)
2023$3,328,002$2,269,866$930,391$524,432$33($9,923,000)
2022$2,896,013$1,062,450$587,004$318,701$46$2,246,000
(1)Mr. Sato served as CEO for all of fiscal 2022, 2023 and 2024.
(2)The remaining NEOs for fiscal 2022 consist of Messrs. David Homolka and David Loretta. The remaining NEOs for fiscal 2023 consist of Messrs. David Homolka, AJ Sutera and David Loretta. Mr. Loretta resigned as Senior Vice President and Chief Financial Officer effective September 15, 2023. The remaining NEOs for fiscal 2024 consist of Ms. Agrawal and Mr. Getson.
(3)Compensation “actually paid” for our PEO and average compensation “actually paid” for our non-PEOs in each of fiscal 2024, fiscal 2023 and fiscal 2022 reflect the respective summary compensation table amounts set forth in the above table, adjusted as set forth in the below table, as determined in accordance with SEC rules.
Adjustments to Determine Compensation “Actually Paid” for PEO and Non-PEO NEOs
PEO · Non-PEO NEOs
2024 · 2023 · 2022 · 2024 · 2023 · 2022
Samuel M. Sato · Non-PEO NEOs
Total Compensation as reported in Summary Compensation Table$2,496,000$3,328,002$2,896,013$881,336$930,391$587,004
Subtract for grant date fair value of equity awards($1,664,000)($2,496,002)($2,064,013)($459,999)($587,345)($192,916)
Add fair value of equity awards granted during current year-end that are outstanding and unvested as of year-end$983,579$1,855,904$1,070,407$269,536$493,371$104,334
Add/subtract for change in fair value of awards granted in prior year-end and outstanding and unvested as of current year-end($814,047)($418,038)($839,957)—($34,209)($163,207)
Add fair value as of vesting date for awards granted and vested in the same year-end———$117,500——
Add/subtract for change in fair value of awards granted in prior year-end from vesting date to prior period year-end($107,436)———($2,063)($16,514)

Table of Contents

Adjustments to Determine Compensation “Actually Paid” for PEO and Non-PEO NEOs
PEO · Non-PEO NEOs
2024 · 2023 · 2022 · 2024 · 2023 · 2022
Samuel M. Sato · Non-PEO NEOs
Subtract fair value at prior year-end for awards granted in prior years that fail to meet applicable vesting conditions————($275,713)—
Compensation actually paid to PEOs / Non-PEO NEOs$894,095$2,269,866$1,062,450$808,373$524,432$318,701
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.