Destination XL Group Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits

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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

DESTINATION XL GROUP, INC.

(Exact name of Registrant as Specified in Its Charter)

(Former Name or Former Address, if Changed Since Last Report)

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:

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

Item 1.01 Entry into a Material Definitive Agreement.

On June 20, 2025, Destination XL Group, Inc. (the “Company”) entered into an Amendment to Lease Agreement (“Lease Amendment”) with 555 TNPK 74 Owner, LLC (the “Landlord”), which amends that certain Lease Agreement, dated February 1, 2006 (“Lease Agreement”), between the Landlord, as successor-in-interest to the previous landlord Spirit Master Funding VIII, LLC and Spirit SPE Canton, LLC, related to the Company’s headquarters and distribution center, which includes a 725,835 gross square foot building located on approximately 27.3 acres in Canton, Massachusetts.

Pursuant to the terms of the Lease Amendment, the lease term was extended for a period of seven years commencing on February 1, 2026 and ending on January 31, 2033 (the “First Extension Term”). During this First Extension Term, the monthly base rent for the leased space shall be $479,765 for the first 12-month period beginning February 1, 2026, which amount shall increase 3% annually thereafter.

At the expiration of the First Extension Term, the Company will have the opportunity to extend the Lease Agreement for three additional successive periods of five years each at a then agreed-upon Fair Market Rent, as defined in the Lease Amendment.

The Lease Amendment also provides that the Landlord will provide the Company with an improvement allowance in the amount of $4,719,000, which may be applied toward the Company’s third-party costs of repairs, replacements, and improvements performed in accordance with Section 4 of the Lease Amendment.

The foregoing description of the Lease Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Lease Amendment, filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure set forth under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

SIGNATURES

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.