Item 5. Other Information
Item 5. Other Information.
Not applicable.
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Item 6. Exhibits.
3.1
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) .
3.2
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) .
3.3
Certificate of Designation of Series A Junior Participating Preferred Stock of Citi Trends, Inc. (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).
3.4
Certificate of Elimination of the Series A Junior Participating Preferred Stock of Citi Trends, Inc. (incorporated by reference to Exhibit 3.1 to the Company ’ s Current Report on Form 8-K filed with the SEC on May 7, 2024) .
4.1
Amendment to the Stockholder Protection Rights Agreement, dated as of February 28, 2024, between Citi Trends, Inc. and Equiniti Trust Company, LLC, as Rights Agent (incorporated by reference to Exhibit 4.2 to the Company ’ s Current Report on Form 8-K filed with the SEC on February 29, 2024).
4.2
Second Amendment to the Stockholder Protection Rights Agreement, dated as of May 7, 2024, between Citi Trends, Inc. and Equiniti Trust Company, LLC, as Rights Agent (incorporated by reference to Exhibit 4.3 to the Company ’ s Current Report on Form 8-K filed with the SEC on May 7, 2024).
10.1
Cooperation Agreement, dated February 28, 2024, by and between Citi Trends, Inc. and Fund 1 Investments, LLC (incorporated by reference to Exhibit 10.1 to the Company ’ s Current Report on Form 8-K filed with the SEC on February 29, 2024).
10.2
Separation Agreement, dated May 31, 2024, to be effective as of June 1, 2024, between David N. Makuen and Citi Trends, Inc. (incorporated by reference to Exhibit 10.1 to the Company ’ s Current Report on Form 8-K filed with the SEC on May 31, 2024).*
31.1
Certification of Principal Executive Officer, Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. +
31.2
Certification of Principal Financial Officer, Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. +
32.1
Certifications Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. + †
101
Inline XBRL Document Set for the condensed consolidated financial statements and accompanying notes in Part I, Item 1, “ Financial Statements ” of this Quarterly Report on Form 10-Q.+
104
Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set.+
+ Included herewith.
* Indicates management contract for compensatory plan or arrangement
† Pursuant to Securities and Exchange Commission Release No. 33-8238, this certification will be treated as “ accompanying ” this Quarterly Report on Form 10-Q and not “ filed ” as part of such report for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of Section 18 of the Securities Exchange Act of 1934 and this certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that the registrant specifically incorporates it by reference.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, and the undersigned also has signed this report in her capacity as the Registrant ’ s Principal Financial Officer.
CITI TRENDS, INC.
Date: June 12, 2024
By:
/s/ Heather Plutino
Name:
Heather Plutino
Title:
Chief Financial Officer
18
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.