SEC Form 4 · accession 0001209191-18-024129
DESTINATION XL GROUP, INC. · DXLG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par valueF1,F2 | Apr 3, 2018 | P | 10,000 | $1.687 | A | 7,857,469 | I | See Footnote |
| Common Stock, $0.01 par valueF3,F4 | Apr 4, 2018 | P | 28,300 | $1.734 | A | 7,885,769 | I | See Footnote |
| Common Stock, $0.01 par valueF5,F6 | Apr 5, 2018 | P | 30,600 | $1.741 | A | 7,916,369 | I | See Footnote |
Table II — derivative securities
Explanation of responses
- F1These shares of common stock were purchased by Red Mountain Capital Partners LLC ("RMCP LLC") on the open market. The price reported in Column 4 is a weighted average price per share, at prices ranging from $1.65 to $1.70, inclusive. Each of Willem Mesdag, Red Mountain Partners, L.P. ("RMP"), RMCP GP LLC ("RMCP GP"), RMCP LLC, and Red Mountain Capital Management, Inc. ("RMCM") undertakes to provide to Destination XL Group, Inc. (the "Company"), any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased.
- F27,522,354 of these shares are held directly by RMP and the remaining 335,115 shares are held directly by RMCP LLC.
- F3These shares of common stock were purchased by RMCP LLC on the open market. The price reported in Column 4 is a weighted average price per share, at prices ranging from $1.675 to $1.80, inclusive. Each of Willem Mesdag, RMP, RMCP GP, RMCP LLC, and RMCM undertakes to provide to the Company, any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased.
- F47,522,354 of these shares are held directly by RMP and the remaining 363,415 shares are held directly by RMCP LLC.
- F5These shares of common stock were purchased by RMCP LLC on the open market. The price reported in Column 4 is a weighted average price per share, at prices ranging from $1.725 to $1.75, inclusive. Each of Willem Mesdag, RMP, RMCP GP, RMCP LLC, and RMCM undertakes to provide to the Company, any securityholder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the price at which these shares were purchased.
- F67,522,354 of these shares are held directly by RMP and the remaining 394,015 shares are held directly by RMCP LLC.
Remarks
This Form 4 is jointly filed by (i) RMP, (ii) RMCP GP, (iii) RMCP LLC, (iv) RMCM, and (v) Willem Mesdag. RMCP GP is the general partner of RMP. RMCP LLC is the managing member of RMCP GP. RMCM is the managing member of RMCP LLC. Mr. Mesdag is the president, sole executive officer, sole director and sole shareholder of RMCM. Each of Mr. Mesdag, RMCM, RMCP LLC, and RMCP GP, by virtue of their direct or indirect control of RMP, may be deemed to beneficially own some or all of the securities reported as being held by RMP. Each of Mr. Mesdag and RMCM, by virtue of their direct or indirect control of RMCP LLC, may be deemed to beneficially own some or all of the securities reported as being held by RMCP LLC. Each of the reporting persons hereunder disclaims beneficial ownership of the reported securities except to the extent of its or his pecuniary interest therein. This Form 4 shall not be deemed to be an admission that any reporting person hereunder is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.