Destination XL Group, Inc. filed a preliminary proxy statement on November 2, 2026, calling stockholders to its 2026 Annual Meeting to be held December 17, 2026, at its Canton, Massachusetts headquarters, where votes will be sought on a reverse stock split, an incentive plan amendment, director elections, and other matters.

Key Highlights

  • Annual Meeting date: December 17, 2026, at 11:30 A.M. local time at 555 Turnpike Street, Canton, Massachusetts 02021.
  • Reverse stock split proposed: Stockholders will be asked to approve a reverse stock split at a ratio of not less than 1-for-2 and not more than 1-for-30.
  • Incentive plan expansion: The 2016 Incentive Compensation Plan amendment seeks to add 5,700,000 shares for general issuance and 5,700,000 shares for incentive stock options, while changing the fungible rate from 1.9 to 1.5 shares and removing annual per-participant award limits.
  • Record date: Close of business on November 13, 2026, determines which stockholders are entitled to vote.
  • Auditor ratification: Stockholders will vote on ratifying KPMG LLP as the independent registered public accounting firm for the fiscal year ending January 30, 2027.
  • Board recommendations: The Board of Directors recommends a "FOR" vote on all six numbered proposals.
  • Conditional proposals: Proposals 2 and 3 will be presented at the Annual Meeting only if the corresponding Special Meeting proposals have not previously been approved by stockholders.

Destination XL Group Seeks Stockholder Approval for Split and Plan Changes at December 2026 Meeting

Destination XL Group, Inc. filed a preliminary proxy statement with the U.S. Securities and Exchange Commission in connection with its 2026 Annual Meeting of Stockholders. According to the filing, the meeting will be held at the company's corporate offices at 555 Turnpike Street, Canton, Massachusetts 02021, on December 17, 2026, at 11:30 A.M. local time. The record date for voting eligibility is the close of business on November 13, 2026, and the stockholder list will be available for inspection beginning November 23, 2026.

The filing describes six formal proposals to be voted upon. Proposal 1 covers the election of four directors to serve until the next Annual Meeting. Proposal 2, the Reverse Stock Split Proposal, asks stockholders to approve an amendment to the restated certificate of incorporation to permit a reverse stock split at a ratio ranging from 1-for-2 to 1-for-30. Proposal 3, the 2016 Plan Proposal, seeks to amend the company's Second Amended and Restated 2016 Incentive Compensation Plan by adding 5,700,000 shares available for general issuance and 5,700,000 shares available for incentive stock options, adjusting the fungible rate from 1.9 to 1.5, and removing annual per-participant award limitations. Both Proposals 2 and 3, the filing notes, will be presented at the Annual Meeting only if the corresponding Special Meeting versions of those proposals have not already been approved by stockholders.

Proposal 4 is an advisory vote on named executive officer compensation. Proposal 5 covers ratification of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending January 30, 2027. Proposal 6 asks stockholders to approve an adjournment of the Annual Meeting, if necessary, to permit further proxy solicitation. The Board of Directors recommends a "FOR" vote on each proposal. Common stock, par value $0.01 per share, carries one vote per share at the meeting, according to the filing.

What Was Disclosed

Destination XL Group filed a preliminary proxy statement calling its 2026 Annual Meeting for December 17, 2026, with six proposals including a 1-for-2 to 1-for-30 reverse stock split, a 5,700,000-share increase to its 2016 incentive plan, director elections, an advisory compensation vote, auditor ratification, and an adjournment proposal.