Unless the context indicates otherwise, the terms the “Company,” “Duluth,” “Duluth Trading,” “Duluth Holdings,” “Duluth Trading Company,” “Duluth Trading Co.,” “we,” “our” or “us” are used to refer to Duluth Holdings Inc.
−Removed: The following discussion contains references to fiscal years 2023 and 2022, which refer to our fiscal years ended January 28, 2024 and January 29, 2023, respectively.
−Removed: Fiscal years 2023 and 2022 were 52-week periods.
+Added: The following discussion contains references to fiscal years 2024 and 2023, which refer to our fiscal years ended February 2, 2025 and January 28, 2024, respectively.
+Added: Fiscal year 2024 was a 53-week period and 2023 was a 52-week period.
Duluth Trading is a lifestyle brand of men’s and women’s workwear, casual wear, outdoor apparel and accessories primarily sold through our own omnichannel platform.
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In 2010, we initiated our omnichannel platform with the opening of our first store.
−Removed: Since then, we have expanded our retail presence, and as of January 28, 2024, we operated 62 retail stores and three outlet stores.
+Added: Since then, we have expanded our retail presence, and as of February 2, 2025, we operated 62 retail stores and three outlet stores.
Duluth Trading was founded in 1989 when two brothers in the home construction industry were tired of dragging tools from job to job using discarded five-gallon drywall compound buckets.
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Our product assortment includes shirts, pants, shorts, underwear, outerwear, footwear, accessories and hard goods.
−Removed: Our products feature proprietary designs and distinct names, such as our Longtail T® shirts, Buck Naked TM underwear, Fire Hose® work pants and No-Yank TM Tank.
+Added: Our products feature proprietary designs and distinct names, such as our Longtail T® shirts, Buck Naked® underwear, Fire Hose® work pants and No-Yank® Tank.
Our product assortment appeals to our customers for their everyday and on-the-job use.
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Our retail stores are stocked with a comprehensive assortment of our products and staffed with knowledgeable and well-trained sales associates.
−Removed: We stand behind all purchases with our “No Bull Guarantee.” Our call center is open for calls from 5 A.M.
−Removed: Central Time, seven days a week and is staffed with friendly, knowledgeable representatives dedicated to making every customer experience positive.
−Removed: As a convenience to our customers, we offer live chat through our website, which is available from 7 A.M.
−Removed: Central Time on weekdays and 8 A.M.
−Removed: Central Time on weekends.
+Added: We stand behind all purchases with our “No Bull Guarantee.”
Manufacturing
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We have built strong, long-term relationships with our vendors.
−Removed: In fiscal 2023, 59% of our purchases came from our largest supplier, an agent partner in Hong Kong who manages multiple factories across Asia and Latin America, including Bangladesh, Cambodia, China, Egypt, Honduras, Indonesia, Mexico, Pakistan, and Vietnam.
+Added: In fiscal 2024, 43% of our purchases came from our largest supplier, an agent partner in Hong Kong.
+Added: Goods manufactured on our behalf, ("non-market buy") are sourced from multiple factories across the globe, including concentrations in Vietnam, Indonesia, Pakistan, Bangladesh, and Cambodia.
Our sourcing strategy focuses on identifying and employing vendors that provide quality materials and fine craftsmanship that our customers expect of our brand.
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Fulfillment Centers
−Removed: We operate fulfillment centers located in Belleville, Wisconsin, Dubuque, Iowa, Salt Lake City, Utah and Adairsville, Georgia.
+Added: We operate fulfillment centers located in Belleville, Wisconsin, Salt Lake City, Utah and Adairsville, Georgia.
The approximate square footage of each facility is included in Item 2 of Part I of this report.
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We own or have the rights to use certain trademarks, service marks and trade names that are registered with the U.S.
−Removed: Patent and Trademark Office, trademark offices in other jurisdictions,
−Removed: or exist under common law in the United States and other jurisdictions.
+Added: Patent and Trademark Office, trademark offices in other jurisdictions, or exist under common law in the United States and other jurisdictions.
The “Duluth Trading Co” trade name and trademark is used both in the United States and internationally and is material to our business.
−Removed: Trademarks that are important in identifying and distinguishing our products and services are AKHG ® , Alaskan Hardgear ® Armachillo ® , Ballroom ® , Buck Naked ® , Bullpen ® , Cab Commander ® , Crouch Gusset ® , Dang Soft ® , Dry on the Fly ® , Duluth Trading Co ® , DuluthFlex ® , Fire Hose ® , Flexpedition ® , Longtail T ® , NoGA ® ,No Polo Shirt ® , No Yank ® , Spit & Polish ® , and Wild Boar ® .
+Added: Trademarks that are important in identifying
+Added: and distinguishing our products and services are AKHG ® , Alaskan Hardgear ® Armachillo ® , Ballroom ® , Buck Naked ® , Bullpen ® , Cab Commander ® , Crouch Gusset ® , Dang Soft ® , Dry on the Fly ® , Duluth Trading Co ® , DuluthFlex ® , Fire Hose ® , Flexpedition ® , Longtail T ® , NoGA ® , No Polo Shirt ® , No Yank ® , Spit & Polish ® , and Wild Boar ® .
Our rights to some of these trademarks may be limited to select markets.
We also own domain names, including “duluthtrading.com.”
−Removed: As of January 28, 2024, we employed 950 full-time and 1,373 part-time and flexible part-time employees, 1,054 of which were employed at our retail stores.
+Added: As of February 2, 2025, we employed 807 full-time and 1,441 part-time and flexible part-time employees, 1,085 of which were employed at our retail stores.
The number of employees, particularly part-time employees, fluctuates depending upon seasonal needs.
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Our non-paid advertising efforts include search engine optimization, non-paid social media and email.
−Removed: We obtain a significant amount of traffic via search engines and, therefore, rely on search engines such as Google, Yahoo!
+Added: We obtain a significant amount of traffic via search engines and, therefore, rely on search engines such as Google.
Search engines frequently update and change the logic that determines the placement and display of results of a user’s search, such that the purchased or algorithmic placement of links to our sites can be negatively affected.
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To achieve our growth strategy, we must continue to implement our operational plans and strategies, improve and expand our infrastructure of people, information systems and facilities and expand, train and manage our employee base.
−Removed: To support continued growth, we must effectively integrate, develop and motivate a large number of employees.
+Added: To support growth, we must effectively integrate, develop and motivate a large number of employees.
Failure to improve and expand our infrastructure of employees may have a material adverse effect on our business, financial condition and operating results.
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The ongoing economic uncertainty continues to affect our business operations and it is impossible to predict the effect and ultimate impact of ongoing economic uncertainties.
−Removed: Business activities continue to face economic uncertainties, including but not limited to increased inflation and interest rates and global supply chain constraints.
+Added: Business activities continue to face economic uncertainties, including but not limited to increased inflation and interest rates, tariffs and global supply chain constraints.
The economic uncertainties may continue for an extended period and have adversely impacted, and may continue to impact, our business.
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The occurrence of one or more of these events could result in disruptions to our operations, which in turn could increase our cost of goods sold, decrease our gross profit, or impact our ability to deliver to our customers.
−Removed: New initiatives may be proposed in the United States that may have an impact on the trading status of certain countries and may include retaliatory duties or other trade sanctions that, if enacted, would increase the cost of products purchased from suppliers in such countries with which we do business.
+Added: New initiatives have been and may be proposed in the United States that may have an impact on the trading status of certain countries and may include retaliatory duties or other trade sanctions that, if enacted, would increase the cost of products purchased from suppliers in such countries with which we do business.
Any inability on our part to rely on our foreign sources of production due to any of the factors listed above could have an adverse effect on our business, results of operations and financial condition.
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We cannot control all of the various factors that might affect timely and effective procurement of supplies of product from our third-party suppliers and delivery of merchandise to our customers.
−Removed: A majority of the products that we purchase must be shipped to our fulfillment centers in Wisconsin, Iowa, Georgia and Utah.
+Added: A majority of the products that we purchase must be shipped to our fulfillment centers in Wisconsin, Georgia and Utah.
While our reliance on a limited number of fulfillment centers provides certain efficiencies, it also makes us more vulnerable to natural disasters, weather-related disruptions, accidents, system failures, public health pandemics, or other unforeseen causes that could delay or impair our ability to fulfill customer orders and/or ship merchandise to our stores, which could adversely affect sales.
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Relying on third-party service providers puts us at risk from disruptions in their operations, such as employee strikes, inclement weather and their inability to meet our shipping demands.
−Removed: Our efforts to mitigate the impact of future thresholds may not be successful or may result in similar surcharges.
Moreover, we may be unable to obtain terms as favorable as those received from the transportation providers we currently use, which would further increase our costs.
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We may be subject to shipping surcharges and thresholds during the peak holiday shopping season, which may have a negative impact on our earnings.
+Added: Our efforts to mitigate the impact of future thresholds may not be successful or may result in similar surcharges.
These factors may negatively impact our financial condition and results of operations.
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the need to keep pace with rapid technological change;
−Removed: government regulation of the Internet, including taxation;
+Added: government regulation of the Internet, including data privacy and taxation;
threats to the computer systems that operate our website and related support systems, including viruses, malware and other malicious code, misconfiguration, systems failure or inadequacy, compromise or unauthorized access and similar disruptions.
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Despite our preventative efforts, our systems and those of our third-party service providers may be vulnerable to damage or interruption.
−Removed: The failure of these systems to operate effectively, problems with transitioning to upgraded or replacement systems, difficulty in integrating new systems or systems of acquired businesses or a breach of security of these systems could adversely impact the operations of our business, including disruption of our ability to accept and fulfill customer orders, effective management of inventory, inefficient ordering and replenishment of products, e-commerce operations, retail business credit card transaction authorization and processing, corporate email communications and our interaction with the public on social media.
+Added: The failure of these systems to operate effectively, problems with transitioning to upgraded or replacement systems, difficulty in integrating new systems or systems of acquired businesses or a breach of security of these systems has and could adversely impact the operations of our business, including disruption of our ability to accept and fulfill customer orders, effective management of inventory, inefficient ordering and replenishment of products, e-commerce operations, retail business credit card transaction authorization and processing, corporate email communications and our interaction with the public on social media.
Our failure to retain our executive management team and to attract qualified new personnel could adversely affect our business and results of operations.
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We cannot be sure that we will be able to attract and retain a sufficient number of qualified personnel in future periods.
−Removed: Our business is seasonal, and if we do not efficiently manage inventory levels, our results of operations could be adversely affected.
+Added: Our business is seasonal, and if we do not efficiently manage inventory levels and allocation, our results of operations could be adversely affected.
Our business is subject to seasonal influences, with increased net sales and net income realized during the fourth quarter of our fiscal year, which includes the holiday season.
−Removed: We must maintain sufficient inventory levels to operate our business successfully, but we must also avoid accumulating excess inventory, which increases working capital needs and potentially lowers gross margins.
−Removed: We obtain substantially all of our inventory from suppliers located outside the United States.
−Removed: Some of these suppliers often require lengthy advance notice of
−Removed: order requirements in order to be able to manufacture and supply products in the quantities requested.
+Added: We must maintain sufficient inventory levels and properly allocate inventory throughout our distribution network to operate our business successfully, but we must also avoid accumulating excess inventory, which increases working capital needs and potentially lowers gross margins.
+Added: We obtain substantially all of our inventory from suppliers located outside the
+Added: United States.
+Added: Some of these suppliers often require lengthy advance notice of order requirements in order to be able to manufacture and supply products in the quantities requested.
This usually requires us to order our products, and enter into commitments for the purchase of our products, well in advance of the time these products will be offered for sale.
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If we do not stock or restock popular products in amounts sufficient to meet customer demand, it could significantly affect our revenue and our future growth.
−Removed: If we overstock products, we may be required to take significant inventory markdowns or write-offs and incur commitment costs, which could reduce profitability.
+Added: If we overstock products, we may be required to take significant inventory markdowns or write-offs and incur commitment costs, as well as incur costs related to a pack-and-hold approach for inventory, which could reduce profitability.
We may experience an increase in our net shipping cost due to complimentary upgrades, split-shipments and additional long-zone shipments necessary to ensure timely delivery for the holiday season.
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In addition, we or our third-party service providers may be unable to adequately staff our fulfillment and customer service centers during these peak periods, and our delivery service providers and other fulfillment companies may be unable to meet the peak seasonal demand.
+Added: For example, during the holiday season in 2024, there were challenges in inventory planning resulting in delays in processing at a legacy fulfillment center.
As a result of holiday sales, inventories, accounts payable and borrowings under our revolving line of credit typically reach their highest levels in October or November of each year (other than as a result of cash flow provided by or used in investing and financing activities).
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Our net sales and profits depend on the level of consumer spending for apparel, footwear and accessories, which is sensitive to general economic conditions and other factors.
−Removed: An economic recession or a decline in consumer spending could have a material adverse effect on our business and results of operations.
+Added: An economic recession or a decline in consumer spending or consumer sensitivity to pricing could have a material adverse effect on our business and results of operations.
The apparel, footwear and accessories industry has historically been subject to cyclical variations and is particularly affected by adverse trends in the general economy.
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In each case, it could disrupt our business if these third-party service providers suffer a data breach, or become unwilling or unable to provide these services to us.
−Removed: We are also subject to payment card association operating rules, including data security rules, certification requirements and rules governing electronic funds transfers, which could change or be reinterpreted to make it difficult or impossible for us to comply.
+Added: We are also subject to payment card association operating rules, including data privacy and security rules, certification requirements and rules governing electronic funds transfers, which could change or be reinterpreted to make it difficult or impossible for us to comply.
If we fail to comply with these rules or requirements, or if our systems containing payment information are breached or compromised, we may be liable for card issuing banks’ costs, subject to fines and higher transaction fees and/or lose our ability to accept credit and debit card payments from our customers and process electronic funds transfers or facilitate other types of payments, and our business and operating results could be adversely affected.
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As we expand our business, we will need significant amounts of cash to pay our existing and future lease obligations, purchase inventory, pay personnel and invest in our infrastructure and facilities.
−Removed: If our business does not generate sufficient cash flow from operations to fund these activities and
−Removed: sufficient funds are not otherwise available from our existing revolving credit facility or future credit facilities, we may need additional equity or debt financing.
+Added: If our business does not generate sufficient cash flow from operations to fund these activities and sufficient funds are not otherwise available from our existing revolving credit facility or future credit facilities, we may need additional equity or debt financing.
If such financing is not available to us on satisfactory terms, our ability to operate and expand our business or to respond to competitive pressures would be limited and we could be required to delay, curtail or eliminate planned investments and other activities.
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Any debt financing we may incur may impose on us covenants that restrict our operations and will require interest payments that would create additional cash demands and financial risk for us.
−Removed: We may be unable to accurately forecast our operating results and growth rate.
−Removed: We may not be able to accurately forecast our operating results and growth rate.
+Added: We may be unable to accurately forecast our operating results.
+Added: We may not be able to accurately forecast our operating results.
We use a variety of factors in our forecasting and planning processes, including historical results, recent history and assessments of economic and market conditions, among other things.
−Removed: The growth rates in net sales and profitability that we forecast may not be achieved.
−Removed: The growth of our sales and profitability depends on the growth of demand for the products we offer, and our business is affected by general economic and business conditions.
+Added: The changes in net sales and profitability that we forecast may not be achieved.
+Added: Our sales and profitability depends on the growth of demand for the products we offer at the prices we offer, and our business is affected by general economic and business conditions.
A softening of demand, whether caused by changes in customer preferences or a weakening of the economy or other factors, may result in decreased net sales.
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Furthermore, most of our expenses and investments are fixed, and we may not be able to adjust our spending in a timely manner to compensate for any unexpected shortfall in our net sales results.
−Removed: Failure to accurately forecast our operating results and growth rate could cause our actual results to be materially lower than anticipated, and if our growth rates decline as a result, investors’ perceptions of our business may be adversely affected, and the market price of our Class B common stock could decline.
+Added: Failure to accurately forecast our operating results could cause investors’ perceptions of our business to be adversely affected, and the market price of our Class B common stock could decline.
Our failure to comply with restrictive covenants under our revolving credit facility and other debt instruments could trigger prepayment obligations.
−Removed: Our failure to comply with the restrictive covenants under our revolving credit facility and other debt instruments could result in an event of default, which, if not cured or waived, could result in us being required to repay these borrowings before their due date.
+Added: Our failure to comply with the restrictive covenants under our revolving credit facility and other debt instruments could result in an event of default, which, if not cured or waived, could result in us being required to repay these borrowings before their due date with penalties.
If we are forced to refinance these borrowings on less favorable terms, our results of operations and financial condition could be adversely affected by increased costs and rates.
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Due to the rapid pace of change in the apparel, footwear and accessories industry, the length of time it takes to obtain patents and the expense and uncertainty of obtaining patent protection, we have not taken steps to obtain patent protection for many of our innovative product designs.
−Removed: Competitors have attempted to copy our product designs in the past, and we expect that if we are able to raise our national profile, our products may be subject to greater imitation by existing and new
+Added: Competitors have attempted to copy our product designs in the past, and we expect that if we are able to raise our national profile, our products may be subject to greater imitation by existing and new competitors.
If we are not able to continue rapid innovation of new products and product features, our brand may be harmed and our results of operations may be materially adversely affected.
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In accordance with current law, we pay, collect and/or remit taxes in those states where we or our subsidiary, as applicable, maintain a physical presence.
−Removed: While we believe that we have appropriately remitted all taxes based on our interpretation of applicable law, tax laws are complex and their application differs from state to state.
+Added: Tax laws are complex and their application differs from state to state.
It is possible that some taxing jurisdictions may attempt to assess additional taxes and penalties on us or assert either an error in our calculation, a change in the application of law or an interpretation of the law that differs from our own, which may, if successful, adversely affect our business and results of operations.
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et al , or Wayfair, that online sellers can be required to collect sales and use tax despite not having a physical presence in the buyer’s state.
−Removed: In response to Wayfair, or otherwise, states or local governments have adopted, or begun to enforce, laws requiring us to calculate, collect and remit taxes on sales in their jurisdictions.
+Added: In response to Wayfair, or otherwise, states or local governments have adopted, or begun to enforce, laws requiring us to
+Added: calculate, collect and remit taxes on sales in their jurisdictions.
A successful assertion by one or more states requiring us to collect taxes where we presently do not do so, or to collect more taxes in a jurisdiction in which we currently do collect some taxes, could result in substantial tax liabilities, including taxes on past sales, as well as penalties and interest.
−Removed: The imposition by state governments or local governments of sales tax collection obligations on out-of-state sellers could also create additional
−Removed: administrative burdens for us and decrease our future sales, which could have an impact on our business, financial condition and results of operations.
+Added: The imposition by state governments or local governments of sales tax collection obligations on out-of-state sellers could also create additional administrative burdens for us and decrease our future sales, which could have an impact on our business, financial condition and results of operations.
We may become involved in a number of legal proceedings and audits, and outcomes of such legal proceedings and audits could adversely affect our business, financial condition and results of operations.
−Removed: Our business requires compliance with many laws and regulations, including labor and employment, customs, truth-in-advertising, consumer protection and zoning and occupancy laws and ordinances that regulate retailers generally and/or govern the importation, promotion and sale of merchandise and the operation of stores and warehouse facilities.
+Added: Our business requires compliance with many laws and regulations, including labor and employment, customs, truth-in-advertising, data privacy and security, consumer protection and zoning and occupancy laws and ordinances that regulate retailers generally and/or govern the importation, promotion and sale of merchandise and the operation of stores and warehouse facilities.
Failure to achieve compliance could subject us to lawsuits and other proceedings, and could also lead to damage awards, fines and penalties.
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Schlecht controls more than 50% of the total voting power of our common stock, and we are considered a controlled company under the NASDAQ corporate governance listing standards.
−Removed: As a controlled company, certain exemptions under the NASDAQ listing standards exempt us from the obligation to comply with certain NASDAQ corporate governance requirements, including the requirements:
+Added: As a controlled company, certain exemptions under the
+Added: NASDAQ listing standards exempt us from the obligation to comply with certain NASDAQ corporate governance requirements, including the requirements:
that a majority of our board of directors consist of independent directors, as defined under the rules of NASDAQ;
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If we were to become involved in securities litigation, it could subject us to substantial costs, divert resources and the attention of management from our business and materially adversely affect our business, financial condition and operating results.
−Removed: A material weakness in our system of internal control over financial reporting was identified.
−Removed: Our management is responsible for establishing and maintaining adequate internal control over financial reporting and for evaluating and reporting on the effectiveness of our system of internal control.
−Removed: As a public company, we are required by Section 404 of the Sarbanes-Oxley Act to evaluate the effectiveness of our internal control over financial reporting, beginning with this Annual Report on Form 10-K for the year ended January 28, 2024.
−Removed: We must also include a report issued by our independent registered public accounting firm based on their audit of our internal controls over financial reporting.
−Removed: In connection with our assessment of internal control over financial reporting for the fiscal year, we determined that we did not maintain effective internal control over financial reporting because the Company did not perform effective risk
−Removed: assessment related to the mapping of general ledger accounts to the consolidated financial statements resulting in manual controls in the financial reporting process that were not designed to sufficiently mitigate the risk of incorrect presentation of certain general ledger accounts in the consolidated financial statements.
−Removed: While the control deficiency did not result in a material misstatement to the consolidated financial statements, there is a reasonable possibility that a material misstatement of our consolidated financial statements may not have been prevented or detected on a timely basis.
−Removed: We have initiated the appropriate steps to remediate the control deficiency contributing to the material weakness to ensure these controls are designed, implemented and operating effectively.
−Removed: The occurrence of, or failure to remediate, a material weakness and any future material weaknesses in our internal control over financial reporting or determination that our disclosure controls and procedures are ineffective may have other consequences that could materially and adversely affect our business, including an adverse impact on the market price of our common stock, potential actions or investigations by regulatory authorities, adverse legal action by stakeholders, or a loss of investor confidence and damage to our reputation.
If securities or industry analysts do not publish research or reports about our business, or publish negative reports about our business, our share price and trading volume could decline.
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We do not have any control over these analysts.
−Removed: If one or more of the analysts who cover us downgrade our shares or change their opinion of our shares, our share price would likely decline.
+Added: If one or more of the analysts who cover us downgrade our shares or change their opinion of our shares, our share
+Added: price would likely decline.
If one or more of these analysts cease coverage of our company or fail to regularly publish reports on us, we could lose visibility in the financial markets, which could cause our share price or trading volume to decline.
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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.