Citi Trends (CTRN) Appoints Ken Seipel as Board Chair

Citi Trends, Inc. (NASDAQ: CTRN) today announced that its Board of Directors (the “Board”) has elected Kenneth (Ken) Seipel, the Company’s Chief Executive Officer and a member of the Board, as Chairman of the Board, effective April 2, 2025. The Board unanimously voted to elect Mr. Seipel to the newly combined role, recognizing his extensive leadership experience and deep understanding of the Company’s operations. Additionally, the Board appointed David Heath to serve as the Lead Independent Director effective April 2, 2025.

Margaret Jenkins, Chair of the Nominating and Corporate Governance Committee, stated, “Ken brings a wealth of industry expertise and governance experience to this role. His strategic vision and operational leadership will be invaluable as we continue to drive growth and enhance shareholder value.”

Commenting on his appointment, Mr. Seipel said, “I appreciate the Board’s confidence, and I look forward to collaborating with my colleagues to execute Citi Trends’ strategic initiatives and significantly improve shareholder value.”

Additionally, Citi Trends announced the retirement of Peter Sachse from the Board, effective as of April 2, 2025. Mr. Sachse has served Citi Trends in multiple capacities since 2019, including as Interim Chief Executive Officer, Executive Chairman of the Board, and most recently as the Chairman of the Board.

Mr. Seipel acknowledged Mr. Sachse’s contributions, stating, “On behalf of the Company, I would like to thank Peter for his leadership and dedication. His expertise and unwavering commitment have played a pivotal role in guiding Citi Trends. As he embarks on his next endeavors, we extend our best wishes for his continued success.”

The Board also announced the planned retirement of Jonathan Duskin, the Lead Independent Director, Chair of the Board’s Finance Committee and Audit Committee, and a member of the Board’s Compensation Committee, effective as of April 2, 2025. Mr. Duskin, who joined the Board in 2017, will assist with the transitions by serving as a consultant to the Company until September 25, 2025.

Mr. Seipel expressed gratitude for Mr. Duskin’s service, saying, “Jonathan’s strategic financial acumen and high level of engagement have been instrumental in navigating Citi Trends through key phases of growth. We sincerely appreciate his contributions and wish him success in his future endeavors.”

In addition, Citi Trends announced that it will appoint two new directors—Wesley Calvert and Pamela Edwards—to the Board in connection with the Amended and Restated Cooperation Agreement (the “Agreement”) between the Company and Fund 1 Investments, LLC (“Fund 1”). Under the Agreement, Mr. Calvert will be appointed Chair of the Board’s Finance Committee. Ms. Edwards will be appointed Chair of the Board’s Audit Committee.

In connection with the Agreement, Fund 1 has agreed to, among other things, a customary standstill lasting up to two years and voting commitment. The complete Agreement will be filed with the U.S. Securities and Exchange Commission (the “SEC”) as an exhibit to a Current Report on Form 8-K.

Mr. Seipel commented on the appointments of Mr. Calvert and Ms. Edwards, stating, “We are excited to welcome Wes and Pam to our Board. We believe Wes’ financial and investment expertise in a broad range of industries, and Pam’s consumer brand experience, as well as her extensive career and board financial experience in apparel retailing will be of great value to our Board. Both have deep leadership experience and diverse skills, which will further strengthen our capabilities as a group. Adding Wes and Pam continues a long process of Board refreshment to support our operational effectiveness and long-term strategy.”

Jonathan Lennon, Founder and CIO of Fund 1 and PLP Funds (“PLP”), concluded: “Today's announcement reflects continuous progress in reshaping Citi Trends' Board of Directors. I commend Ken and the Board for the sense of partnership these changes demonstrate. This is the type of aligned, high-quality leadership we can firmly support. While substantial opportunity remains, Citi Trends is making strides to improve shareholder value.”

Following the conclusion of the Company’s 2025 annual meeting of stockholders, the Board will be capped at eight directors for the duration of the Agreement.

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