MESDAG WILLEM 4

4 · DESTINATION XL GROUP, INC. · Filed Feb 4, 2026

AI-generated summary of this filing

Updated Feb 4, 2026

Destination XL (DXLG) 10% Owner Mesdag Willem Receives 53,074 DSUs

What Happened

Mesdag Willem, reported as a 10% owner (and recipient of DSUs under the company's Director Plan), received a grant of 53,074 deferred stock units (DSUs) on February 2, 2026. The grant is reported as an award/acquisition (code A) of a derivative security with a reported price of $0.00 per unit. Each DSU represents an ownership equivalent to one share of common stock; the per-share value is stated to be the closing price on January 30, 2026 (filing does not list a cash value).

Key Details

Transaction date: 2026-02-02; Form 4 filed: 2026-02-04 (appears timely under usual 2-business-day rule).
Amount: 53,074 DSUs granted (derivative award, reported at $0.00 per unit).
Shares owned after transaction: not explicitly listed in the transaction line — footnote totals report ~2,593,758 shares across entities tied to the Reporting Person (see footnote summary below).
Notable footnotes:
- F2–F5: DSUs issued under the Director Plan; each DSU equals one share and is payable upon separation of service, death, disability, or a change in control.
- F3: Per-share value is based on the closing stock price on Jan 30, 2026.
- F1: The filing lists holdings held indirectly across multiple entities (Mesdag Family LP, Mesdag Family Foundation, trusts and Red Mountain entities) totaling ~2.59M shares; the Reporting Person disclaims beneficial ownership except to the extent of pecuniary interest.
Filing timeliness: filed two days after the transaction date, which is within the typical Form 4 filing window.

Context

These DSUs are a form of director compensation (not an open-market purchase), so they are routine awards rather than a direct buy/sell signal. DSUs are derivative rights that convert to (or pay out like) shares under plan terms at separation, death, disability, or change in control, rather than being immediately issued common stock for trading. For a 10% owner, the reported holdings largely reflect institutional/indirect positions across related entities rather than a simple personal trade.

Form 4

Period: 2026-02-02

Director10% Owner

Transactions

Award
Deferred Stock Units
[F2][F3][F4][F5]
2026-02-02+53,074→ 642,431 total
Exercise: $0.68→ Common Stock (53,074 underlying)

Holdings

Footnotes (5)

[F1]The Reporting Person's ownership includes (i) 420,286 shares held by the Mesdag Family Limited Partnership, (ii) 97,529 shares held by the Mesdag Family Foundation, (iii), 44,746 shares held by the 2012 Mesdag Trust, (iv) 1,763,373 shares held by Red Mountain Capital Partners LLC, and (v) 267,824 shares held by Red Mountain Capital Management, Inc. The Reporting Person is the president, sole executive officer, sole director and sole shareholder of Red Mountain Capital Management, Inc. The Reporting Person disclaims beneficial ownership of the reported securities, except to the extent of his pecuniary interest therein. The filing system would not permit the filer to report his ownership as indirect.
[F2]Deferred Stock Units (DSUs) issued pursuant to the Director's elected form of compensation for quarterly annual retainer and committee chairperson fee.
[F3]The per share value is determined by the closing price of the Company's common stock on January 30, 2026.
[F4]Each DSU is credited to the Reporting Person under the Company's Director Plan (the "Director Plan"). Each DSU represents ownership equivalent to one share of the Company's common stock.
[F5]The DSUs credited under the Director Plan are payable in the form elected or provided under the Director Plan on the earlier of (i) the Reporting Person's date of separation of service, or (ii) upon death, disability or change in control as defined in the Director Plan.

Signature

Willem Mesdag (on behalf of himself and the Other Reporting Persons)|2026-02-04

1 file