SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INFORMATION TO BE IN INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
(Amendment No. 13)
DESTINATION XL GROUP, INC.
(Name of Issuer)
(Title of Class of Securities)
600 Fifth Avenue, 11th Floor
New York, New York 10020
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
September 16, 2018
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ☒.
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule13d-7(b) for other parties to whom copies are to be sent.
The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosure provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
This Schedule 13D/A is being filed as an amendment (Amendment No. 13) to the statement on Schedule 13D/A filed on September 11, 2018 (the Schedule 13D) with the Securities and Exchange Commission (SEC) on behalf of Glenn J. Krevlin with respect to the common stock of Destination XL Group, Inc. (the Company), pursuant to Rule 13d-2 of the Securities Exchange Act of 1934, as amended (the Exchange Act), to amend and supplement certain information set forth below in the items indicated. Only those items that are amended or supplemented are reported herein. All capitalized terms used in this Amendment No. 13 and not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D.
Item 4. Purpose of Transaction.
The section entitled Plans or Proposals of the Reporting Person in Item 4 of Schedule 13D is amended and restated in its entirety as follows:
Plans or Proposals of the Reporting Person
On September 11, 2018, Mr. Krevlin sent to the Board of Directors of the Company the letter attached as Exhibit 1 hereto. In the letter, Mr. Krevlin indicated his interest in joining the Board of Directors of the Company and his concern with respect to the search for a new CEO of the Company.
On September 16, 2018, Mr. Krevlin sent to the Board of Directors of the Company the letter attached as Exhibit 2 hereto. In the letter, Mr. Krevlin reaffirmed his interest in joining the Board of Directors of the Company and voiced additional concerns with respect to the Companys CEO selection process.
Except as set forth above, Mr. Krevlin has no plans or proposals that relate to or would result in (a) the acquisition by any person of additional securities of the Company or the disposition of securities of the Company; (b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (c) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (d) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Company; (f) any other material change in the Companys business or corporate structure; (g) changes in the Companys memorandum and articles of association and instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; (h) causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Exchange Act; or (j) any action similar to any of those enumerated above.
Item 7. Material to be Filed as Exhibits.
Item 7 of the Schedule 13D is amended and restated in its entirety as follows:
|Exhibit 1||Letter to the Board of Directors of Destination XL Group, Inc., dated September 11, 2018 (previously filed)|
|Exhibit 2||Letter to the Board of Directors of Destination XL Group, Inc., dated September 16, 2018|
After reasonable inquiry and to the best of my knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: September 17, 2018
/s/ Glenn J. Krevlin
Glenn J. Krevlin
Dear Board of Directors,
After weeks of emails, calls and conversations with various members of the board and Management, I have concluded that the search process for a new CEO is incomplete and flawed. I would suggest that you immediately review how it has been conducted before executing any final agreements or making a public announcement. I am sufficiently concerned to the point that I will seek all permissible legal remedies unless a new search process is commenced with a new independent search firm is retained.
It is of real concern to me that the search committee and board did not seem to make a reasonable effort to properly diligence candidates consistent with standards adopted by boards of public companies under appropriate corporate law guidelines and instead seems to have proceeded on the basis of only partial information regarding certain candidate, as best I can determine. As members of the board are well aware, I have an entire professional career of applicable industry contacts in the retail industry and have offered as one of the major shareholders of the company to cooperate and be available to provide access to resources and people who are well positioned to be of meaningful assistance in such a search. Notwithstanding assurances by Will Mesdag in several conversations, that I would be consulted and involved in such a process, the company hasnt involved me except in a tangential manner and largely to try and placate me. This is supported by emails and calls that I had directly with members of Management and the board.
To ensure that I could be an available resource I offered to sign a nondisclosure agreement and restrict my shares. As a major shareholder of the company, hiring the best possible CEO with the appropriate skills and experience is paramount to the future operations and success of the company. Equally true is that hiring without properly vetting could lead to a potentially a major setback to this company which has been struggling for quite sometime. Again, as a large shareholder with extensive retail contacts I have sought to be an integral part of the process to ensure that the selection committee acted thoroughly and had access to the full resources necessary to fully and properly vet any candidate. Why wouldnt you leverage all of those industry contacts to ensure that the company hires the appropriate person. Notwithstanding my overtures, the board took, only what I can characterize, as limited actions to diligence certain candidates. I have offered contacts that have previously been the prior employers of candidates who have not been contacted. There still remain uncontacted prior employers, who I have good reason to believe would be in a position to assist the search committee prior to making a final decision or recommendation. There is no good reason not to contact all relevant prior employers, unless you have elected not to proceed with such candidate regardless of issues that have been raised. Based on my research the search committee and board made limited or no effort to contact certain prior employers. Given this sensitive moment in the companys history it is imperative that no rock should go unturned in order to identify and secure the employment of the most qualified and experienced candidate.
Again, I offer my considerable resources to assist in this process on a voluntary basis to ensure that a more thorough vetting of candidates is undertaken and to better assure that the company employ the candidate that will have the necessary vision and experience to position the company going forward. As one of the largest shareholders who has been involved with this company for nearly twenty years, I would think that my point of view would be of considerable interest to the board and Management. Failure to speak with these prior employers of candidates or seek addition contacts of mine leaves me with significant concern that all that can be done has in fact not been done.
Based on my conversations with board members and executives it is of concern to me that the committee was so overly concerned with insulating their process and walling itself off from me, that valid industry contacts have been ignored and potentially their admonition about certain contacts. Board members outside the search process were never encouraged to use their resources to do background checks.
Subsequent to the filing of my Schedule 13-D, I have been made aware of several potential candidates that it is my understanding have not been considered or contacted. I find this very hard to believe given their pedigreed backgrounds. Id have to ask why are certain candidates seemingly being railroaded through without what seems to be thorough vetting, whereas other potentially better candidates, being ignored. Its very hard to reconcile and leaves me questioning the entirety of the process. Part of the problem may be that the best positioned search firm was not hired. The current firm may have been selected because one of the board members sits on the board of the search firm retained I provided the search committee alternative search firms some time ago when I learned there were not enough sufficient candidates.
I strongly believe the existing search should be terminated, a new firm and new process should commence. A process where the entire board is engaged. I believe John Kyees as lead director should lead the search process. The search committee needs to be Chaired by someone with the appropriate retail experience.
Based upon my observations and interactions with the company and its representatives, I question the appropriateness of the search to date and impress upon them to acknowledge my concerns and commit themselves to a renewed initiative to get the best and most qualified CEO.
I continue to have an interest in serving on the Board of Directors and make my contacts available, as requested.