SAVANNAH, Ga. - Citi Trends, Inc. (NASDAQ: CTRN), a specialty value retailer, announced its plan to nominate three new independent directors for election at the 2024 Annual Meeting of Stockholders. The nominations come as a result of a cooperation agreement with Fund 1 Investments, a shareholder group.
The nominees, David Heath, Charles Liu, and Michael Kvitko, will initially serve as non-voting Board observers until the upcoming annual meeting. Following the meeting, Heath will join the Compensation Committee and the Nominating and Corporate Governance Committee, while Liu and Kvitko will be appointed to the Finance Committee.
Outgoing directors Brian Carney, Laurens Goff, and Christina Francis will retire from the Board immediately after the annual meeting. Executive Chairman Peter Sachse expressed gratitude for their service, noting their contributions to the company.
The agreement with Fund 1 also includes a customary standstill and voting commitment, with the full agreement to be filed with the U.S. Securities and Exchange Commission. The Board will maintain a cap of nine directors for the duration of the agreement.
Ken Seipel, Chair of the Nominating and Corporate Governance Committee, emphasized the importance of board refreshment to adapt to changes in the consumer economy and the broader retail sector. He highlighted the incoming directors' extensive experience in retail and supply chain management.
Jonathan Lennon, Founder and Managing Member of Fund 1, acknowledged the productive engagement with Citi Trends' leadership and board, expressing confidence that the new directors will contribute to operational improvements and stockholder value enhancement.
The new nominees bring a wealth of experience. Heath is a former top sales executive at Nike (NYSE:NKE), Inc. and Under Armour (NYSE:UA), Inc. Liu has held prominent COO positions at Away and Casper, with a background in supply chain management. Kvitko, with over four decades of experience, has served in CEO and other executive roles at various retail and apparel chains.
Citi Trends operates 602 stores across 33 states, offering apparel, accessories, and home trends at discounted prices, primarily for African American and multicultural families.
This board refreshment initiative is based on a press release statement and is intended to position Citi Trends for future growth and efficiency in a competitive retail landscape.
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