10 unchanged sentences
Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentation.
−Removed: Under the supervision and with the participation of management, including our principal executive officer and principal financial officer, we assessed the effectiveness of our internal control over financial reporting as of January 29, 2022, based on the criteria described in Internal Control—Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).
−Removed: Based on this assessment, our management concluded that our internal control over financial reporting was effective based on those criteria as of January 28, 2023.
−Removed: Our independent registered public accounting firm, Deloitte & Touche LLP, audited the effectiveness of our internal control over financial reporting as of January 28, 2023, as stated in their report which is included herein.
+Added: Under the supervision and with the participation of management, including our principal executive officer and principal financial officer, we assessed the effectiveness of our internal control over financial reporting as of February 3, 2024, based on the criteria described in Internal Control — Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission ( “ COSO ” ).
+Added: Based on this assessment, our management concluded that our internal control over financial reporting was effective based on those criteria as of February 3, 2024.
+Added: Our independent registered public accounting firm, Deloitte & Touche LLP, audited the effectiveness of our internal control over financial reporting as of February 3, 2024, as stated in their report which is included herein.
Changes in Internal Control Over Financial Reporting
4 unchanged sentences
We have audited the internal control over financial reporting of Citi Trends, Inc.
−Removed: and subsidiary (the “Company”) as of January 28, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
−Removed: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of January 28, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended January 28, 2023, of the Company and our report dated April 13, 2023, expressed an unqualified opinion on those financial statements.
+Added: and subsidiary (the “ Company ” ) as of February 3, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
+Added: In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of February 3, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended February 3, 2024, of the Company and our report dated April 18, 2024, expressed an unqualified opinion on those financial statements.
Basis for Opinion
18 unchanged sentences
OTHER INFORMATION
+Added: Rule 10b5-1 Trading Plans
+Added: During the fourth quarter ended February 3, 2024, no director or officer adopted or terminated any “ Rule 10b5-1 trading arrangement ” or “ non-Rule 10b5-1 trading arrangement , ” as each term is defined in Item 408 of Regulation S-K.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
18 unchanged sentences
Third Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company ’ s Current Report on Form 8-K filed with the SEC on June 7, 2018)
−Removed: Certificate of Change of Registered Agent and/or Registered Office (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed with the SEC on October 31, 2022)
Fourth Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K filed with the SEC on October 31, 2022)
+Added: Certificate of Designation of Series A Junior Participating Preferred Stock of Citi Trends, Inc.
+Added: (incorporated by reference to Exhibit 3.1 to the Company ’ s Current Report on Form 8-K filed with the SEC on December 8, 2023)
Specimen certificate for shares of common stock, $.01 par value (incorporated by reference to Exhibit 4.1 to Amendment No.
2 unchanged sentences
Description of Registrant ’ s Securities (incorporated by reference to Exhibit 4.2 to the Company ’ s Annual Report on Form 10-K filed with the SEC on May 14, 2020)
+Added: Stockholder Protection Rights Agreement, dated as of December 6, 2023, between Citi Trends, Inc.
+Added: and Equiniti Trust Company, LLC, as Rights Agent (incorporated by reference to Exhibit 4.1 to the Company ’ s Current Report on Form 8-K filed with the SEC on December 8, 2023)
Credit Agreement, dated October 27, 2011 among Citi Trends, Inc., as Borrower, its wholly owned subsidiary, as Guarantor, and Bank of America, N.A., as Lender (incorporated by reference to Exhibit 10.1 to the Company ’ s Quarterly Report on Form 10-Q for the quarter ended October 29, 2011)
20 unchanged sentences
2012 Incentive Plan (incorporated by reference to Exhibit 10.3 to the Company ’ s Quarterly Report on Form 10-Q filed with the SEC on August 29, 2012)
+Added: Form of Restricted Stock Unit Award Agreement for Employees under the Citi Trends, Inc.
+Added: 2021 Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company ’ s Quarterly Report on Form 10-Q filed with the SEC on September 6, 2023)
Employment Non-Compete, Non-Solicit and Confidentiality Agreement between the Company and Ivy D.
14 unchanged sentences
Makuen dated February 17, 2020 (incorporated by reference to Exhibit 10.2 to the Company ’ s Current Report on Form 8-K filed with the SEC on February 21, 2020)
−Removed: Employment Non-Compete, Non-Solicit and Confidentiality Agreement between the Company and Pamela J.
−Removed: Edwards dated October 26, 2020 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 28, 2020)
−Removed: Severance Agreement between the Company and Pamela J.
−Removed: Edwards dated October 26, 2020 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 28, 2020)
Employment Non-Compete, Non-Solicit and Confidentiality Agreement, dated as of June 27, 2022, between Citi Trends, Inc.
2 unchanged sentences
and Heather Plutino (incorporated by reference to Exhibit 10.2 to the Company ’ s Current Report on Form 8-K filed with the SEC on June 16, 2022)
+Added: Employment Non-Compete, Non-Solicit and Confidentiality Agreement, dated as of February 15, 2023, between Citi Trends, Inc.
+Added: and Vivek Bhargava (incorporated by reference to Exhibit 10.1 to the Company ’ s Quarterly Report on Form 10-Q filed with the SEC on June 7, 2023)
+Added: Severance Agreement, dated as of February 15, 2023, between Citi Trends, Inc.
+Added: and Vivek Bhargava (incorporated by reference to Exhibit 10.2 to the Company ’ s Quarterly Report on Form 10-Q filed with the SEC on June 7, 2023)
Agreement for Purchase and Sale of Real Property, dated as of March 14, 2022, between Citi Trends, Inc.
6 unchanged sentences
Consent of Deloitte & Touche LLP
−Removed: Consent of KPMG LLP
Certification of Principal Executive Officer, as adopted pursuant to Section 302 of the Sarbanes - Oxley Act of 2002
4 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Citi Trends, Inc.
+Added: Policy for Recovery of Erroneously Awarded Compensation, adopted December 1, 2023
Inline XBRL Document Set for the consolidated financial statements and accompanying notes in Part II, Item 8, “ Financial Statements and Supplementary Data ” of this Annual Report on Form 10-K
16 unchanged sentences
Heather Plutino
−Removed: (Principal Financial Officer)
−Removed: /s/ Jason Moschner
−Removed: Vice President, Finance
−Removed: April 13, 2023
−Removed: Jason Moschner
−Removed: (Principal Accounting Officer)
+Added: (Principal Financial and Accounting Officer)
Executive Chairman of the Board of Directors
16 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.