Citi Trends Inc 2024年度报告

Washington, D.C. 20549FORM10-K ☒Annual Report Pursuant to Section13 or 15(d)of the Securities Exchange Act of 1934For the fiscal year endedFebruary1,2025 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of“large accelerated filer,”“accelerated filer,”“smaller reporting company”and“emerging growthcompany”in Rule12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☒Non-accelerated filer☐Smaller reporting company☐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 newor revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b)).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).Yes☐No☒ State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which thecommon equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recentlycompleted second fiscal quarter:$142,215,971as of August3, 2024. Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date: Common Stock, parvalue $0.01 per share,8,277,733shares outstanding as of April 10, 2025. DOCUMENTS INCORPORATED BY REFERENCE PartIII incorporates information from the registrant’s definitive proxy statement, to be filed with the Securities and Exchange Commission within 120days after the close of the registrant’s fiscal year covered by this Annual Report on Form10-K, with respect to the Annual Meeting of Stockholders to beheld on June 5, 2025. CITI TRENDS, INC.FORM10-KTABLE OF CONTENTS 10-KPartandItemNo. PARTIItem1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PARTIIItem5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchasesof Equity Securities22Item6.[Reserved]23Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations24Item7A.Quantitative and Qualitative Disclosures About Market Risk29Item8.Financial Statements and Supplementary Data30Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure48Item9A.Controls and Procedures48Item9B.Other Information50Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections50 PARTIIIItem10.Directors, Executive Officers and Corporate Governance50Item11.Executive Compensation50Item12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters50Item13.Certain Relationships and Related Transactions, and Director Independence50Item14.Principal Accountant Fees and Services50 PARTIVItem15.Exhibits and Financial Statement Schedules51Item16.Form 10-K Summary53 PARTI Some statements in, or incorporated by reference into, this Annual Report on Form10-K (this“Rep