Duluth (DLTH) - 2021 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION This section presents the company's unaudited condensed consolidated financial statements and management's analysis of financial condition and results of operations Item 1. Financial Statements This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive income, shareholders' equity, cash flows, and detailed notes on accounting policies and financial disclosures Condensed Consolidated Balance Sheets | ASSETS (in thousands) | August 2, 2020 | February 2, 2020 | | :-------------------------------------- | :------------- | :--------------- | | Cash and cash equivalents | $19,005 | $2,189 | | Inventory, less reserves | $167,584 | $147,849 | | Total current assets | $201,793 | $162,192 | | Property and equipment, net | $136,448 | $137,071 | | Total assets | $506,183 | $474,050 | | LIABILITIES AND SHAREHOLDERS' EQUITY (in thousands) | August 2, 2020 | February 2, 2020 | | :-------------------------------------------------- | :------------- | :--------------- | | Trade accounts payable | $40,141 | $33,053 | | Total current liabilities | $84,121 | $79,775 | | Duluth long-term debt, less current maturities | $77,000 | $38,332 | | Total liabilities | $338,783 | $297,944 | | Total shareholders' equity | $167,400 | $176,106 | | Total liabilities and shareholders' equity | $506,183 | $474,050 | Condensed Consolidated Statements of Operations | (in thousands, except per share figures) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :--------------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net sales | $137,375 | $121,963 | $247,292 | $236,207 | | Gross profit | $72,472 | $64,804 | $124,804 | $125,722 | | Operating income (loss) | $9,792 | $3,735 | $(9,182) | $(6,369) | | Net income (loss) | $5,898 | $1,846 | $(9,281) | $(5,799) | | Net income (loss) attributable to controlling interest | $5,941 | $1,936 | $(9,194) | $(5,636) | | Basic earnings (loss) per share | $0.18 | $0.06 | $(0.28) | $(0.17) | Condensed Consolidated Statements of Comprehensive Income | (in thousands) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) | $5,898 | $1,846 | $(9,281) | $(5,799) | | Other comprehensive income | $248 | $0 | $(270) | $0 | | Comprehensive income (loss) | $6,146 | $1,846 | $(9,551) | $(5,799) | | Comprehensive income (loss) attributable to controlling interest | $6,189 | $1,936 | $(9,464) | $(5,636) | Condensed Consolidated Statement of Shareholders' Equity | (in thousands) | Balance at February 2, 2020 | Balance at August 2, 2020 | | :------------- | :-------------------------- | :------------------------ | | Capital stock | $90,902 | $91,921 | | Retained earnings | $87,589 | $78,395 | | Total shareholders' equity | $176,106 | $167,400 | - The company reported a net loss of $15.1 million for the period ended May 3, 2020, and a net income of $5.9 million for the period ended August 2, 2020, impacting retained earnings[21] Condensed Consolidated Statements of Cash Flows | (in thousands) | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------- | :------------------------------ | :------------------------------ | | Net cash used in operating activities | $(12,802) | $(8,045) | | Net cash used in investing activities | $(9,135) | $(16,713) | | Net cash provided by financing activities | $38,865 | $27,829 | | Increase in cash, cash equivalents and restricted cash | $16,928 | $3,071 | | Cash, cash equivalents and restricted cash at end of period | $19,168 | $6,156 | Notes to Condensed Consolidated Financial Statements 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION - Duluth Holdings Inc. is a lifestyle brand of men's and women's casual wear, workwear, and accessories, sold exclusively through its direct (website and catalogs) and retail channels[30] - As of August 2, 2020, the Company operated 59 retail stores and three outlet stores[31] - Effective February 3, 2020, the Company updated its segment reporting to one reportable external segment, consistent with its omnichannel business approach, due to the similar nature of products, production, distribution, target customers, and economic characteristics across channels[31][118] - The COVID-19 pandemic negatively impacted business operations and financial performance for the three and six months ended August 2, 2020, leading to temporary store closures and operational adjustments[35][37] - The Company performed interim impairment assessments for intangible assets, long-lived assets, and goodwill at May 3, 2020, due to COVID-19 indicators, concluding no impairment losses were incurred[38][39] - Inventory is valued at the lower of cost and net realizable value using the first-in, first-out method, with significant estimates for obsolescence and shrinkage[41] - The business is seasonal, with a significant portion of revenue and operating profit historically recognized in the fourth fiscal quarter due to the holiday season[44] | (in thousands) | August 2, 2020 | February 2, 2020 | | :------------- | :------------- | :--------------- | | Cash and cash equivalents | $19,005 | $2,189 | | Restricted Cash | $163 | $51 | | Total cash, cash equivalents and restricted cash | $19,168 | $2,240 | - The Company adopted ASU No. 2018-15 on February 3, 2020, regarding accounting for cloud computing arrangement implementation costs, which did not have a material impact on financial statements[52] 2. LEASES - The Company recognizes Right-of-Use (ROU) assets and lease liabilities for non-cancelable retail space leases, which expire through 2036, with initial terms of five to fifteen years[53][54] - Due to COVID-19, the Company negotiated rent deferrals of approximately $1.1 million for April and May 2020, recorded as accrued expenses, without applying lease modification guidance[59] Lease Expense (in thousands) | Lease Expense (in thousands) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :--------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Total finance lease expense | $1,343 | $760 | $2,438 | $1,060 | | Operating lease expense | $4,495 | $3,609 | $8,631 | $7,159 | | Total lease expense | $11,739 | $6,674 | $19,055 | $12,350 | Lease Information | Lease Information | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :---------------- | :------------------------------ | :------------------------------ | | Weighted-average remaining lease term (Finance leases) (years) | 14 | 15 | | Weighted-average remaining lease term (Operating leases) (years) | 10 | 10 | | Weighted-average discount rate (Finance leases) (%) | 4.5 | 4.5 | | Weighted-average discount rate (Operating leases) (%) | 4.3 | 4.3 | Future Minimum Lease Payments (in thousands) as of August 2, 2020 | Fiscal year | Finance (in thousands) | Operating (in thousands) | | :---------------------------------------------------------------- | :--------------------- | :----------------------- | | 2020 (remainder) | $1,670 | $7,501 | | 2021 | $3,368 | $14,881 | | Thereafter | $37,519 | $70,828 | | Total future minimum lease payments | $52,801 | $137,791 | | Less – Discount | $14,203 | $25,874 | | Lease liability | $38,598 | $111,917 | 3. DEBT AND LINE OF CREDIT Debt (in thousands) | Debt (in thousands) | August 2, 2020 | February 2, 2020 | | :------------------ | :------------- | :--------------- | | TRI Senior Secured Note | $24,601 | $24,835 | | TRI Note | $3,500 | $3,500 | | Duluth Line of credit | $30,000 | $19,332 | | Duluth Delayed draw term loan | $49,500 | $20,000 | | Total Duluth long-term debt | $77,000 | $38,332 | - The Company's credit facility provides for up to $80.0 million in revolving credit and up to $50.0 million in a delayed draw term loan (DDTL), totaling $130.0 million, maturing on May 17, 2023[66] - On April 30, 2020, the Credit Agreement was amended to include an incremental DDTL of $20.5 million, increasing the total credit facility to $150.5 million, and loan covenants were amended for greater flexibility[69] - As of August 2, 2020, the Company was in compliance with all financial and non-financial covenants for all debts[69] 4. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued Expenses and Other Current Liabilities (in thousands) | Accrued Expenses and Other Current Liabilities (in thousands) | August 2, 2020 | February 2, 2020 | | :------------------------------------------------------------ | :------------- | :--------------- | | Salaries and benefits | $4,139 | $2,775 | | Deferred revenue | $7,749 | $9,946 | | Freight | $4,946 | $5,404 | | Product returns | $3,966 | $3,508 | | Total accrued expenses and other current liabilities | $28,816 | $29,464 | 5. FAIR VALUE - The fair value of the Company's available-for-sale security is valued based on a discounted cash flow method (Level 3), incorporating the U.S. Treasury yield curve, credit information, and estimated future cash flows[73] (in thousands) Level 3 security: Corporate trust | (in thousands) Level 3 security: Corporate trust | Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Estimated Fair Value | | :----------------------------------------------- | :--------------------- | :--------------------- | :---------------------- | :------------------- | | August 2, 2020 | $6,115 | $0 | $111 | $6,004 | | February 2, 2020 | $6,178 | $254 | $0 | $6,432 | - The Company does not intend to sell the available-for-sale security in the near term and expects to recover its entire amortized cost basis, thus no other-than-temporary impairment was recorded[76][77] 6. VARIABLE INTEREST ENTITY - The Company consolidates TRI Holdings, LLC (TRI) as a variable interest entity (VIE) because it has a controlling financial interest, directing TRI's activities and absorbing its losses/receiving benefits[82][83] - TRI's primary purpose is to own the real property for the Company's headquarters, which the Company leases[83] (in thousands) | (in thousands) | August 2, 2020 | February 2, 2020 | | :------------- | :------------- | :--------------- | | TRI Total assets | $25,992 | $26,260 | | TRI Long-term debt | $27,512 | $27,778 | | Noncontrolling interest in VIE | $(2,253) | $(2,166) | | Total liabilities and shareholders' equity | $25,992 | $26,260 | 7. EARNINGS (LOSS) PER SHARE (in thousands, except per share data) | (in thousands, except per share data) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------------------------------ | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) attributable to controlling interest | $5,941 | $1,936 | $(9,194) | $(5,636) | | Basic earnings (loss) per share | $0.18 | $0.06 | $(0.28) | $(0.17) | | Diluted earnings (loss) per share | $0.18 | $0.06 | $(0.28) | $(0.17) | - Diluted earnings (loss) per share computations excluded unvested restricted stock for the three months ended August 2, 2020, and for both six-month periods, as their inclusion would be anti-dilutive due to a net loss[88] 8. STOCK-BASED COMPENSATION Stock Compensation Expense (in thousands) | Stock Compensation Expense (in thousands) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :---------------------------------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Total stock compensation expense | $0.4 | $0.5 | $0.8 | $0.9 | - As of August 2, 2020, the Company had unrecognized compensation expense of $2.8 million related to restricted stock awards, expected to be recognized over a weighted average period of 3.2 years[91] Unvested Restricted Stock Activity (Six Months Ended August 2, 2020) | Unvested Restricted Stock Activity (Six Months Ended August 2, 2020) | Shares | Weighted average fair value per share ($) | | :--------------------------------------------------- | :-------- | :---------------------------------------- | | Outstanding at February 2, 2020 | 192,094 | $17.71 | | Granted | 278,675 | $7.16 | | Vested | (111,654) | $17.26 | | Forfeited | (15,996) | $10.10 | | Outstanding at August 2, 2020 | 343,119 | $12.02 | 9. PROPERTY AND EQUIPMENT Property and Equipment, net (in thousands) | Property and Equipment, net (in thousands) | August 2, 2020 | February 2, 2020 | | :--------------------------------------- | :------------- | :--------------- | | Land and land improvements | $4,486 | $4,486 | | Leasehold improvements | $43,114 | $42,757 | | Buildings | $35,905 | $35,903 | | Construction in progress | $14,535 | $5,799 | | Property and equipment, net | $136,448 | $137,071 | 10. REVENUE - Revenue primarily consists of apparel, footwear, and hard goods sales, recognized upon shipment for direct-to-consumer and at point of sale for retail stores[95] Sales by Channel (in thousands) | Sales by Channel (in thousands) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------------------------ | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Direct-to-consumer | $100,581 | $60,267 | $187,111 | $125,968 | | Stores | $36,794 | $61,696 | $60,181 | $110,239 | | Total | $137,375 | $121,963 | $247,292 | $236,207 | Contract Assets and Liabilities (in thousands) | Contract Assets and Liabilities (in thousands) | August 2, 2020 | February 2, 2020 | | :--------------------------------------------- | :------------- | :--------------- | | Contract assets | $1,768 | $1,932 | | Contract liabilities | $7,593 | $9,790 | Gift Card Liability Reconciliation (in thousands) | Gift Card Liability Reconciliation (in thousands) | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------------------------------------------ | :------------------------------ | :------------------------------ | | Balance as of beginning of period | $9,790 | $8,508 | | Gift cards sold | $4,059 | $3,974 | | Gift cards redeemed | $(5,211) | $(5,552) | | Gift card breakage | $(1,045) | $0 | | Balance as of end of period | $7,593 | $6,930 | 11. INCOME TAXES - The effective tax rate related to controlling interest was 24% for the three months ended August 2, 2020, and 26% for the six months ended August 2, 2020, compared to 26% for both periods in the prior year[102] - The CARES Act, enacted in March 2020, did not materially impact the effective tax rate for the three and six months ended August 2, 2020, but the Company continues to evaluate its future impact[103] 12. RECENT ACCOUNTING PRONOUNCEMENTS - The Company expects to adopt ASU 2016-13, 'Financial Instruments-Credit Losses (Topic 326),' on January 30, 2023, and is evaluating its impact on consolidated financial statements[104] 13. SUBSEQUENT EVENTS - The Company has evaluated subsequent events through the date of issuance and determined no material subsequent events require disclosure[105] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition and operational results, highlighting COVID-19 impact, key metrics, and growth strategies Overview - Duluth Holdings Inc. is a lifestyle brand of men's and women's casual wear, workwear, and accessories, operating an omnichannel platform with 59 retail stores and three outlet stores as of August 2, 2020[110] - The company focuses on innovative, durable, and functional products, building strong brand awareness and a loyal customer base[111][113] Financial Results Summary (in millions) | Financial Results Summary (in millions) | Q2 FY2020 | Q2 FY2019 | H1 FY2020 | H1 FY2019 | | :------------------------------------ | :-------- | :-------- | :-------- | :-------- | | Net sales | $137.4 | $122.0 | $247.3 | $236.2 | | Net income (loss) | $5.9 | $1.9 | $(9.2) | $(5.6) | | Adjusted EBITDA | $16.8 | $9.6 | $5.2 | $4.7 | - Net sales in fiscal 2020 second quarter increased by 12.6% over the prior year, and net sales in the first six months of fiscal 2020 increased by 4.7%[114] - Adjusted EBITDA increased by 75.3% in fiscal 2020 second quarter and 9.6% in the first six months of fiscal 2020[114] - The business is seasonal, with historically higher net sales in the fourth fiscal quarter due to the holiday selling season[116] - Growth strategies include building brand awareness, selective retail expansion, broadening men's product assortments, and growing the women's business, with an emphasis on profitability[117] COVID-19 - The COVID-19 pandemic negatively affected the U.S. and global economies, disrupting supply chains and financial markets, and leading to business closures[120] - Company actions in response to COVID-19 included temporary store closures, operational changes for social distancing, work-from-home for corporate employees, amending the Credit Agreement for flexibility, cost reductions, furloughs, pay reductions for senior leadership, and reduced capital spend[121][123] - All 62 retail stores re-opened by June 15, 2020, but prolonged safety concerns are expected to keep store traffic subdued through fiscal 2020[124] - Due to better-than-expected performance, the CEO's base salary and senior leadership's pay reductions will be reinstated/expire as planned in October 2020[124] - The ultimate impact of COVID-19 remains uncertain and depends on future developments, including the pandemic's duration and spread, and government actions[125] How We Assess the Performance of Our Business - Net sales include merchandise sales plus shipping and handling revenue, less returns and discounts, recognized upon shipment for direct-to-consumer and at point of sale for retail stores[127] - Gross profit is net sales less cost of goods sold, with gross margin as a percentage of net sales[128] - Cost of goods sold includes direct merchandise cost, inventory shrinkage, adjustments, and inbound/store freight[128] - Selling, general and administrative (SG&A) expenses include payroll, occupancy, marketing (television, catalog, print), logistics, consulting, and professional services[130] - SG&A as a percentage of net sales is typically higher in lower-volume quarters[130] - Adjusted EBITDA is a non-U.S. GAAP measure defined as consolidated net income (loss) before depreciation, amortization, interest, and income taxes, adjusted for non-cash and other non-recurring items, used to assess operating performance[132][133] Results of Operations | (in thousands) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net sales | $137,375 | $121,963 | $247,292 | $236,207 | | Gross profit | $72,472 | $64,804 | $124,804 | $125,722 | | Operating income (loss) | $9,792 | $3,735 | $(9,182) | $(6,369) | | Net income (loss) attributable to controlling interest | $5,941 | $1,936 | $(9,194) | $(5,636) | | Gross margin | 52.8% | 53.1% | 50.5% | 53.2% | | SG&A as % of net sales | 45.6% | 50.1% | 54.2% | 55.9% | - For the three months ended August 2, 2020, net sales increased 12.6% to $137.4 million, driven by a 58.6% increase in non-store market sales, partially offset by a 1.8% decrease in store market sales due to temporary closures[136][137] - Gross margin decreased to 52.8% (from 53.1%) for the three months ended August 2, 2020, due to promotional and clearance events, partially offset by reduced store delivery costs and favorable inventory count results[138][139] - SG&A expenses as a percentage of net sales decreased to 45.6% (from 50.1%) for the three months ended August 2, 2020, primarily due to a shift to more efficient digital marketing[140] - For the six months ended August 2, 2020, net sales increased 4.7% to $247.3 million, with non-store market sales up 41.7% and store market sales down 8.3% due to closures[144][145] - Gross profit decreased 0.7% to $124.8 million for the six months ended August 2, 2020, with gross margin decreasing to 50.5% (from 53.2%) due to promotional and clearance events during store closures[146] - SG&A expenses as a percentage of net sales decreased to 54.2% (from 55.9%) for the six months ended August 2, 2020[147] Reconciliation of Net Income (Loss) to EBITDA and EBITDA to Adjusted EBITDA | (in thousands) | Three Months Ended August 2, 2020 | Three Months Ended August 4, 2019 | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :------------- | :-------------------------------- | :-------------------------------- | :------------------------------ | :------------------------------ | | Net income (loss) | $5,898 | $1,846 | $(9,281) | $(5,799) | | EBITDA | $16,343 | $9,005 | $4,316 | $3,711 | | Adjusted EBITDA | $16,761 | $9,560 | $5,197 | $4,740 | - Adjusted EBITDA increased by $7.2 million (75.3%) to $16.8 million for the three months ended August 2, 2020, and by $0.5 million (9.6%) to $5.2 million for the six months ended August 2, 2020[152][153] - As a percentage of net sales, Adjusted EBITDA increased to 12.2% (from 7.8%) for the three months and to 2.1% (from 2.0%) for the six months ended August 2, 2020[152][153] Liquidity and Capital Resources - Primary liquidity sources are cash from operating activities and a credit facility[154] - Cash needs include inventory, marketing, payroll, store leases, and capital expenditures for new stores and IT[154] - Net working capital was $117.7 million, including $19.0 million in cash and cash equivalents, as of August 2, 2020[154] - Expected capital expenditures for fiscal 2020 are approximately $15.0 million, a 50% reduction from the initial plan, with $8.0 million allocated for new retail store expansion and point of sale upgrades[155] - The Company anticipates positive cash flows from operations for the full fiscal year 2020, despite negative cash flows in the first half due to seasonality and COVID-19[160] Cash Flow Analysis (in thousands) | Cash Flow Analysis (in thousands) | Six Months Ended August 2, 2020 | Six Months Ended August 4, 2019 | | :-------------------------------- | :------------------------------ | :------------------------------ | | Net cash used in operating activities | $(12,802) | $(8,045) | | Net cash used in investing activities | $(9,135) | $(16,713) | | Net cash provided by financing activities | $38,865 | $27,829 | - Net cash used in operating activities for the six months ended August 2, 2020, was $12.8 million, primarily due to a net loss and a $19.7 million increase in inventory[161] - Net cash used in investing activities was $9.1 million, mainly for capital expenditures of $8.8 million for new retail stores and IT investments[163] - Net cash provided by financing activities was $38.9 million, primarily from $29.5 million (net) from the term loan and $10.7 million (net) from the revolving line of credit[165] - The Credit Agreement was amended on April 30, 2020, to include an incremental delayed draw term loan of $20.5 million, increasing the total credit facility to $150.5 million[167] - There have been no significant changes to contractual obligations or material off-balance sheet arrangements[169][170] - The Company adopted new accounting guidance for cloud computing arrangement implementation costs on February 3, 2020, with no restatement of prior periods[173] Item 3. Quantitative and Qualitative Disclosures About Market Risk This section states no significant changes in market risks from the 2019 Form 10-K, referring to Note 3 for interest rate risk disclosures - No significant changes in market risks were identified compared to the 2019 Form 10-K[177] - Disclosures on interest rate risks related to borrowings under the credit agreement are provided in Note 3[177] Item 4. Controls and Procedures This section confirms the effectiveness of disclosure controls and procedures as of August 2, 2020, with no material changes or COVID-19 impacts on internal controls - The Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were effective as of August 2, 2020[178] - No material changes in internal control over financial reporting occurred during the period covered by this Quarterly Report on Form 10-Q[179] - COVID-19 and remote work did not materially impact the Company's ability to maintain internal control over financial reporting and disclosure controls and procedures for the six months ended August 2, 2020[180] PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity security sales, and a list of exhibits filed with the report Item 1. Legal Proceedings The Company is not party to any legal proceedings expected to have a material adverse effect on its business, establishing reserves for probable and estimable losses - The Company is not currently involved in any legal proceedings expected to have a material adverse effect on its business[181] - Reserves are established for legal matters when an unfavorable outcome is probable and the loss is reasonably estimable[181] Item 1A. Risk Factors This section notes no material changes to risk factors, except for the ongoing adverse effects of COVID-19 on operations, store traffic, and distribution networks - No material changes to risk factors were identified, except for the ongoing adverse effects of the COVID-19 pandemic[182][183] - The COVID-19 pandemic may continue to adversely affect store traffic, potentially leading to reduced store hours or closures, and further loss of retail sales and profits[184] - The pandemic and surge in online purchasing may cause significant disruptions to the distribution network, including increased surcharges and insufficient shipping thresholds from primary delivery providers like UPS, potentially leading to higher expenses, delayed shipments, and lost sales[186] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The Company did not sell unregistered equity securities during the quarter, detailing shares acquired from employees for tax withholding upon restricted stock vesting - No unregistered equity securities were sold during the quarter ended August 2, 2020[188] Shares Acquired from Employees to Satisfy Minimum Tax Withholding Requirements | Period | Total number of shares purchased (shares) | Average price per share ($) | | :------------------------ | :---------------------------------------- | :-------------------------- | | May 4, 2020 - May 31, 2020 | 7,669 | $3.87 | | June 1, 2020 - July 5, 2020 | 132 | $7.36 | | July 6, 2020 - August 2, 2020 | 4,939 | $7.44 | | Total | 12,740 | $6.22 | Item 6. Exhibits This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL-related documents - The exhibit index includes certifications from the CEO and CFO (Exhibits 31.1, 31.2, 32.1, 32.2) and XBRL Instance, Schema, Calculation, Definition, Label, and Presentation Linkbase Documents (Exhibits 101.INS to 101.PRE)[191] - XBRL-related information is furnished, not filed, in accordance with Regulation S-T[192] SIGNATURES This section provides the official signatures for the Quarterly Report on Form 10-Q, confirming its submission - The report was signed on September 4, 2020, by David Loretta, Senior Vice President and Chief Financial Officer, and Michael Murphy, Vice President and Chief Accounting Officer, on behalf of Duluth Holdings Inc[194]