Current Report Filing (8-k)
June 02 2021 - 7:02AM
Edgar (US Regulatory)
0001318484
false
0001318484
2021-06-02
2021-06-02
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xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section
13 or 15(d) of The Securities Exchange Act of 1934
Date of Report
(Date of earliest event reported): June 2, 2021
Citi Trends, Inc.
(Exact name of
registrant as specified in its charter)
Delaware
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000-51315
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52-2150697
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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104 Coleman Boulevard, Savannah, Georgia
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31408
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s
telephone number, including area code: (912) 236-1561
Former
name or former address, if changed since last report: Not applicable
Check the appropriate box below if the Form
8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre- commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section
12(b) of the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common stock, $0.01 par value
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CTRN
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Nasdaq Stock Market
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
On June 2, 2021, Citi Trends, Inc. (the “Company”)
announced that the Company’s Board of Directors has approved a share repurchase program authorizing the Company to repurchase up
to $30 million of its common stock (the “Share Repurchase Program”). Repurchases under the Share Repurchase Program may be
made at management’s discretion from time to time on the open market, in privately negotiated transactions or otherwise, in each
case subject to compliance with all Securities and Exchange Commission rules and other legal requirements, and may be made in part under
one or more Rule 10b5-1 plans, which permit stock repurchases at times when the Company might otherwise be precluded from doing so. A
copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
SIGNATURE
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.
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CITI TRENDS, INC.
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Date: June 2, 2021
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By:
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/s/ Pamela J. Edwards
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Name:
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Pamela J. Edwards
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Title:
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Executive Vice President, Chief Financial Officer
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