0001558370-24-005294 | 10-K | XBRL Viewer

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Consolidated Balance Sheets (Parenthetical) - $ / shares	Feb. 03, 2024	Jan. 28, 2023
Consolidated Balance Sheets
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized shares	32,000,000	32,000,000
Common stock, shares issued	16,354,714	16,158,494
Common stock, shares outstanding	8,550,701	8,354,481
Treasury stock, shares	7,804,013	7,804,013

Leases

12 Months Ended

Feb. 03, 2024

Leases

Leases

8. Leases

The Company leases its retail store locations, its distribution centers and certain office space and equipment. Leases for store locations are typically for a term of five years with options to extend for one or more five-year periods. In fiscal 2022, the Company completed sale-leasebacks of its distribution centers. The Darlington, South Carolina distribution center lease has a 20-year lease term with the option to extend for six additional periods of five years each. The Roland, Oklahoma distribution center has a 15-year lease term with the option to extend for six additional periods of five years each. The sale-leaseback transactions resulted in a gain of approximately $64.1 million in the Statement of Operations for the year ended January 28, 2023.

The Company analyzes all leases at inception to determine if a right-of-use asset and lease liability should be recognized. Leases with an initial term of 12 months or less and leases with mutual termination clauses are not included on the consolidated balance sheets. The lease liability is measured at the present value of future lease payments as of the lease commencement date.

Total lease cost is comprised of operating lease costs, short-term lease costs and variable lease costs, which include rent paid as a percentage of sales, common area maintenance, real estate taxes and insurance for the Company’s real estate leases. Lease costs consisted of the following (in thousands):


	Fiscal Year
	2023		2022		2021
Operating lease cost	$	62,163	$	60,167	$	52,737
Variable lease cost		11,070		9,911		10,938
Short term lease cost		1,598		1,395		1,091
Total lease cost	$	74,831	$	71,473	$	64,766

Future minimum lease payments as of February 3, 2024 are as follows (in thousands):


Fiscal Year	Lease Costs
2024	$	57,012
2025		52,638
2026		41,363
2027		30,650
2028		22,674
Thereafter		102,932
Total future minimum lease payments		307,269
Less: imputed interest		(72,617)	(1)
Total present value of lease liabilities	$	234,652	(2)

(1)

Calculated using the discount rate for each lease.

(2)

Includes short-term and long-term portions of operating leases.

Certain operating leases provide for fixed monthly rents, while others provide for contingent rents computed as a percentage of net sales and others provide for a combination of both fixed monthly rents and contingent rents computed as a percentage of net sales.

Supplemental cash flow and other information related to operating leases are as follows (in thousands, except for weighted average amounts):


	Fiscal Year
	2023		2022		2021
Cash paid for operating leases	$	68,371	$	56,053	$	56,932
Right of use assets obtained in exchange for new operating lease liabilities	$	27,836	$	101,241	$	75,359

Weighted average remaining lease term (years) - operating leases		7.54		7.83		5.32
Weighted average discount rate - operating leases		5.04%		4.49%		2.86%

Income Taxes (Tables)

12 Months Ended

Feb. 03, 2024

Income Taxes

Schedule of income tax (benefit) expense

Income tax benefit (expense) consists of the following (in thousands):


	Fiscal Year
	2023		2022		2021
Current:
Federal	$	2,025	$	(12,616)	$	(11,326)
State		(329)		(4,426)		(2,473)
Total current		1,696		(17,042)		(13,799)
Deferred:
Federal		2,635		(1,031)		(2,629)
State		(424)		932		(574)
Total deferred		2,211		(99)		(3,203)
Total income tax benefit (expense)	$	3,907	$	(17,141)	$	(17,002)

Schedule of the reconciliation of income tax (benefit) expense computed using the federal statutory rate to the reported income tax (benefit) expense

Income tax benefit (expense) computed using the federal statutory rate is reconciled to the reported income tax benefit (expense) as follows (in thousands):


	Fiscal Year
	2023		2022		2021
Statutory rate applied to income before income taxes	$	3,337	$	(15,967)	$	(16,641)
State income taxes, net of federal benefit		240		(2,738)		(2,936)
State tax credits		(167)		(268)		152
State tax credits - valuation allowance (net of federal benefit)		(774)		393		158
General business credits		1,840		1,871		1,433
Nondeductible compensation		—		(44)		(455)
Excess (deficit) tax benefits from stock-based compensation		(519)		(507)		1,226
Other		(50)		119		61
Income tax benefit (expense)	$	3,907	$	(17,141)	$	(17,002)

Schedule of the components of deferred tax assets and deferred tax liabilities

Deferred tax assets and deferred tax liabilities consist of the following (in thousands):


	February 3,		January 28,
	2024		2023
Deferred tax assets:
Inventory capitalization	$	2,422	$	1,627
Vacation liability		489		911
Operating lease liabilities		59,556		67,075
State tax credits		2,599		2,765
Stock compensation		1,059		1,178
Insurance liabilities		855		972
Research and development		1,399		811
Net operating loss and charitable contribution carryforwards		2,434		—
Other		507		605
Subtotal deferred tax assets		71,320		75,944
Less: State tax credits valuation allowance - net		(1,937)		(1,163)
Total deferred tax assets		69,383		74,781

Deferred tax liabilities:
Right of use asset		(57,690)		(65,130)
Book and tax depreciation differences		(6,115)		(5,798)
Prepaid expenses		(473)		(960)
Total deferred tax liabilities		(64,278)		(71,888)
Net deferred tax asset	$	5,105	$	2,893

Revolving Line of Credit (Details) - USD ($) $ in Millions	Apr. 15, 2021	Oct. 27, 2011	Feb. 03, 2024
Line of Credit
Revolving Line of Credit
Term of credit facility		5 years
Maximum borrowing capacity	$ 75.0	$ 50.0
Borrowing capacity, accordion feature	25.0
Maximum borrowing capacity including accordion expansion	$ 100.0
Unused commitment fee (as a percent)	0.20%
Debt outstanding			$ 0.0
Line of Credit \| Secured Overnight Financing Rate
Revolving Line of Credit
Margin added to variable rate (as a percent)	0.10%
Line of Credit \| Federal Fund Rate
Revolving Line of Credit
Margin added to variable rate (as a percent)	0.50%
Line of Credit \| Eurodollar Rate plus 1%
Revolving Line of Credit
Margin added to variable rate (as a percent)	1.00%
Letter of Credit
Revolving Line of Credit
Debt outstanding			$ 1.4
First interest rate \| Line of Credit \| Eurodollar Rate
Revolving Line of Credit
Margin added to variable rate (as a percent)	1.25%
First interest rate \| Line of Credit \| Eurodollar Rate plus 1%
Revolving Line of Credit
Margin added to variable rate (as a percent)	0.25%
Second interest rate \| Line of Credit \| Eurodollar Rate
Revolving Line of Credit
Margin added to variable rate (as a percent)	1.50%
Second interest rate \| Line of Credit \| Eurodollar Rate plus 1%
Revolving Line of Credit
Margin added to variable rate (as a percent)	0.50%
Third interest rate \| Line of Credit \| Eurodollar Rate
Revolving Line of Credit
Margin added to variable rate (as a percent)	1.75%
Third interest rate \| Line of Credit \| Eurodollar Rate plus 1%
Revolving Line of Credit
Margin added to variable rate (as a percent)	0.75%

Stockholders' Equity - Time-Based Nonvested Restricted Stock Granted to Employees (Details) - USD ($) $ in Thousands	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Stockholders' Equity
Shares reserved for future grants	361,841
Income tax expense (benefits)	$ 500	$ 500	$ (1,200)
Conversion of nonvested cash-settled units to nonvested shares	3,400		3,415
Selling and general and administrative expenses
Stockholders' Equity
Stock-based compensation expense	4,100	$ 3,600	$ 4,800
Restricted Stock
Stockholders' Equity
Unrecognized compensation expense	$ 4,100
Restricted Stock \| Employee
Stockholders' Equity
Vesting period	3 years
Restricted Stock \| Director
Stockholders' Equity
Vesting period	1 year
Performance-Based RSU
Stockholders' Equity
Vesting period	3 years

Income Taxes - Income Tax (Benefit) Expense Components (Details) $ in Thousands	12 Months Ended
	Feb. 03, 2024 USD ($) item jurisdiction	Jan. 28, 2023 USD ($)	Jan. 29, 2022 USD ($)
Income Taxes
Benefits not recognized due to uncertainty	$ 0
Net operating loss ("NOL") carryforwards which are limited to offsetting taxable income in future years (as a percent).	80.00%
Number of states in which ability to utilize tax credits is no longer more likely than not \| item	1
Valuation allowance, net	$ 1,937	$ 1,163
Credits carry back period	1 year
Credits carry forward period	20 years
Income tax benefit related to federal and state tax credits	$ 2,200	$ 1,600	$ 1,600
Federal
Income Taxes
Net operating loss ("NOL") carryforwards	9,500
State
Income Taxes
Net operating loss ("NOL") carryforwards	$ 400
Number of states in which ability to utilize tax credits is no longer more likely than not \| jurisdiction	1

Leases - Cash flow and other information (Details) - USD ($) $ in Thousands	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Supplemental cash flow and other information related to operating leases
Cash paid for operating leases	$ 68,371	$ 56,053	$ 56,932
Right of use assets obtained in exchange for new operating lease liabilities	$ 27,836	$ 101,241	$ 75,359
Weighted average remaining lease term (years) - operating leases	7 years 6 months 14 days	7 years 9 months 29 days	5 years 3 months 25 days
Weighted average discount rate - operating leases (as a percent)	5.04%	4.49%	2.86%

Property and Equipment, net (Tables)

12 Months Ended

Feb. 03, 2024

Property and Equipment, net

Schedule of the components of property and equipment

Property and equipment, net, consists of the following (in thousands):


	February 3,		January 28,
	2024		2023
Buildings	$	4,786	$	4,786
Leasehold improvements		131,143		128,522
Furniture, fixtures and equipment		138,980		137,464
Computer equipment		56,666		50,457
Construction in progress		1,102		1,402
		332,677		322,631
Accumulated depreciation		(276,446)		(262,525)
	$	56,231	$	60,106

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Consolidated Statements of Operations
Net sales	$ 747,941	$ 795,011	$ 991,595
Revenue, Product and Service [Extensible List]	us-gaap:ProductMember	us-gaap:ProductMember	us-gaap:ProductMember
Cost of sales (exclusive of depreciation shown separately below)	$ (462,824)	$ (484,022)	$ (584,063)
Selling, general and administrative expenses	(284,530)	(279,177)	(307,622)
Depreciation	(18,990)	(20,595)	(20,393)
Asset impairment	(1,051)
Gain on sale-leasebacks		64,088
(Loss) income from operations	(19,454)	75,305	79,517
Interest income	3,874	1,034	31
Interest expense	(306)	(306)	(306)
(Loss) income before income taxes	(15,886)	76,033	79,242
Income tax benefit (expense)	3,907	(17,141)	(17,002)
Net (loss) income	$ (11,979)	$ 58,892	$ 62,240
Basic net (loss) income per common share	$ (1.46)	$ 7.17	$ 6.98
Diluted net (loss) income per common share	$ (1.46)	$ 7.17	$ 6.91
Weighted average number of shares outstanding
Basic	8,221,450	8,216,448	8,911,810
Diluted	8,221,450	8,216,448	9,012,932

Leases (Details)	1 Months Ended		12 Months Ended
Leases (Details)	Sep. 30, 2022 period	Apr. 30, 2022 USD ($)	Jan. 28, 2023 USD ($)	Feb. 03, 2024
Leases
Lease term				5 years
Gain on sale-leasebacks			$ 64,088,000
Distribution Center Darlington, South Carolina
Leases
Sale leaseback transaction, term of lease		20 years
Sale leaseback transaction, number of additional periods		6
Sale leaseback transaction, renewal term		5 years
Distribution Center Roland, Oklahoma
Leases
Sale leaseback transaction, term of lease	15 years
Sale leaseback transaction, number of additional periods \| period	6
Sale leaseback transaction, renewal term	5 years
Minimum
Leases
Extension term				1 year
Maximum
Leases
Extension term				5 years

Subsequent Event

12 Months Ended

Feb. 03, 2024

Subsequent Event.

Subsequent Event

9. Subsequent Event

As previously disclosed in the Company’s Form 8-K filed on February 29, 2024, the Company entered into a Cooperation Agreement (the “Cooperation Agreement”) with Fund 1 Investments, LLC, a Delaware limited liability company (the “Investor”) on February 28, 2024.

Pursuant to the Cooperation Agreement, the Company (i) appointed certain individuals as an observer to the Company’s Board of Directors to serve as such until the conclusion of the 2024 annual meeting of stockholders (ii) agreed to nominate each of the individuals for election to the Board at the 2024 Annual Meeting; and (iii) accepted the retirement, effective as of the conclusion of the 2024 Annual Meeting, of three incumbent directors. The Cooperation Agreement also gives the Investor, contingent upon the Investor satisfying certain conditions, replacement rights with respect to those new directors. In addition, the Investor agreed to vote all Voting Securities (as defined in the Cooperation Agreement) beneficially owned by it or its affiliates at the 2024 Annual Meeting in accordance with the Board’s recommendations with respect to any and all proposals, with limited and specified exceptions.

The Investor also agreed to certain customary standstill provisions prohibiting it from, among other things, (i) soliciting proxies; (ii) advising or knowingly encouraging any person with respect to the voting or disposition of any securities of the Company, subject to limited exceptions; (iii) making public announcements regarding certain transactions involving the Company; and (iv) taking actions to change or influence the Board, management or the direction of certain Company matters; in each case as further described in the Cooperation Agreement. Until the Termination Date (as defined in the Cooperation Agreement), the Company and Investor also agreed to certain mutual non-disparagement provisions.

The Cooperation Agreement will terminate on the date that is the earlier of (i) 30 days prior to the opening of the window for the submission of stockholder director nominations for the Company’s 2025 annual meeting of stockholders and (ii) 150 days prior to the one-year anniversary of the 2024 Annual Meeting (the earlier of (i) and (ii), the Termination Date).

Commitments and Contingencies (Details) $ in Millions	Feb. 03, 2024 USD ($) lawsuit
Commitments and Contingencies
Number of putative class action lawsuits \| lawsuit	4
Purchase obligations for open merchandise orders	$ 132.8
Accrued expenses
Commitments and Contingencies
Accrual for costs	$ 0.8

Organization and Business

12 Months Ended

Feb. 03, 2024

Organization and Business

Organization and Business

1. Organization and Business

Citi Trends, Inc. and its subsidiary (the “Company”) is a leading specialty value retailer of apparel, accessories and home trends for way less spend primarily for African American and multicultural families in the United States. As of February 3, 2024, the Company operated 602 stores in urban, suburban and rural markets in 33 states.

Organization and Business (Details)	Feb. 03, 2024 state store
Organization and Business
Number of stores operated \| store	602
Number of states in which company operates \| state	33

Income Taxes - Reconciliation of Federal Statutory Tax Rate (Details) - USD ($) $ in Thousands	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Reconciliation of income tax (benefit) expense computed using the federal statutory rate to the reported income tax (benefit) expense
Statutory rate applied to income before income taxes	$ 3,337	$ (15,967)	$ (16,641)
State income taxes, net of federal benefit	240	(2,738)	(2,936)
State tax credits	(167)	(268)	152
State tax credits - valuation allowance (net of federal benefit)	(774)	393	158
General business credits	1,840	1,871	1,433
Nondeductible compensation		(44)	(455)
Excess (deficit) tax benefits from stock-based compensation	(519)	(507)	1,226
Other	(50)	119	61
Income tax benefit (expense)	$ 3,907	$ (17,141)	$ (17,002)

Stockholders' Equity (Tables)

12 Months Ended

Feb. 03, 2024

Stockholders' Equity

Schedule of activity related to stock repurchases


	Fiscal Year
	2023		2022		2021
Total number of shares purchased		—		331		1,369
Average price paid per share (including commissions)	$	—	$	30.22	$	84.23
Total investment	$	—	$	10,000	$	115,285

Schedule of activity related to nonvested restricted stock grants


	Time-Based Restricted Stock			Performance-Based Restricted Stock Units
		Weighted Average			Weighted Average
	Nonvested	Grant Date		Nonvested	Grant Date
	Shares	Fair Value		Units	Fair Value
Outstanding as of January 28, 2023	195,509	$	43.41	72,590	$	44.60
Granted	272,479		16.97	107,826		16.08
Vested	(117,785)		44.89	—		—
Forfeited	(39,321)		26.39	(80,949)		41.65
Outstanding as of February 3, 2024	310,882	$	21.83	99,467	$	16.08

Property and Equipment, net

12 Months Ended

Feb. 03, 2024

Property and Equipment, net

Property and Equipment, net

3. Property and Equipment, net

Property and equipment, net, consists of the following (in thousands):


	February 3,		January 28,
	2024		2023
Buildings	$	4,786	$	4,786
Leasehold improvements		131,143		128,522
Furniture, fixtures and equipment		138,980		137,464
Computer equipment		56,666		50,457
Construction in progress		1,102		1,402
		332,677		322,631
Accumulated depreciation		(276,446)		(262,525)
	$	56,231	$	60,106

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Feb. 03, 2024

Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated in consolidation.

Fiscal Year

The Company’s fiscal year ends on the Saturday closest to January 31 of each year. The years ended February 3, 2024, January 28, 2023 and January 29, 2022 are referred to as fiscal 2023, fiscal 2022 and fiscal 2021, respectively, in the accompanying consolidated financial statements. Fiscal 2023 has a 53-week accounting period, and fiscal years 2022 and 2021 are each comprised of 52 weeks.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and apply judgments that affect the reported amounts. Actual results could differ from those estimates.

The most significant estimates include those used in the valuation of inventory, property and equipment, self-insurance liabilities, leases and income taxes. Management periodically evaluates estimates used in the preparation of the consolidated financial statements for continued reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively.

Cash and Cash Equivalents/Concentration of Credit Risk

For purposes of the consolidated balance sheets and consolidated statements of cash flows, the Company considers all highly liquid investments with maturities at date of purchase of three months or less to be cash equivalents. Financial instruments that potentially subject the Company to a concentration of credit risk consist principally of cash and cash equivalents. The Company places its cash and cash equivalents in what it believes to be high credit quality banks and institutional money market funds. The Company maintains cash accounts that exceed federally insured limits.

Inventory

Inventory is stated at the lower of cost (first-in, first-out basis) or net realizable value as determined by the retail inventory method for store inventory and the average cost method for distribution center inventory. Under the retail inventory method, the cost of inventory is determined by calculating a cost-to-retail ratio and applying it to the retail value of inventory. Merchandise markdowns are reflected in the inventory valuation when the retail price of an item is lowered in the stores. Inventory is recorded net of an allowance for shrinkage based on the most recent physical inventory counts and other assumptions for shrinkage activity. The allowance for inventory shrinkage was $3.9 million as of February 3, 2024 and $5.8 million as of January 28, 2023.

Property and Equipment, net

Property and equipment, net are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the lesser of the estimated useful lives (primarily three to five years for computer equipment and furniture, fixtures and equipment, seven years for major purchased software systems, ten years for leasehold improvements and fifteen to twenty years for buildings and building improvements) of the related assets or the relevant lease term.

Impairment of Long-Lived Assets

If facts and circumstances indicate that a long-lived asset may be impaired, the carrying value is reviewed. If this review indicates that the carrying value of the asset group will not be recovered as determined based on projected undiscounted cash flows related to the asset over its remaining life, the carrying value of the asset is reduced to its estimated fair value. There was non-cash impairment expense in fiscal 2023 of $1.0 million consisting of $0.9 million for leasehold improvements and fixtures and equipment at underperforming stores, and $0.1 for a right of use asset. There was no impairment expense in 2022 or 2021.

Insurance Liabilities

The Company is largely self-insured for workers’ compensation costs, general liability claims and employee medical claims. The Company’s self-insured retention or deductible, as applicable, for each claim involving workers’ compensation and employee medical is limited to $250,000 and $100,000, respectively. Self-insurance liabilities are based on the total estimated costs of claims filed and estimates of claims incurred but not reported, less amounts paid against such claims. Current and historical claims data, together with information from actuarial studies, are used in developing the estimates. The insurance liabilities that are recorded are primarily influenced by the frequency and severity of claims and the Company’s growth. If the underlying facts and circumstances related to the claims change, then the Company may be required to record more or less expense which could be material in relation to results of operations.

Stock-Based Compensation

The Company recognizes compensation expense associated with all nonvested restricted stock and performance-based restricted stock units based on the grant-date fair value of each award. The fair value of the awards is calculated based on the stock price on the grant date, incorporating an analysis of the performance measure where applicable. Compensation expense is recognized ratably over the requisite service period. See Note 6 for additional information on the Company’s stock-based compensation plans.

Revenue Recognition

The Company’s primary source of revenue is derived from the sale of clothing and accessories to its customers with the Company’s performance obligations satisfied at the point of sale when the customer pays for their purchase and receives the merchandise. Sales taxes collected by the Company from customers are excluded from revenue. Revenue from layaway sales is recognized at the point in time when the merchandise is paid for and control of the goods is transferred to the customer, thereby satisfying the Company’s performance obligation. The Company defers revenue from the sale of gift cards and recognizes the associated revenue upon the redemption of the cards by customers to purchase merchandise. Breakage on gift cards is minimal as the cards are generally subject to escheat regulations of the state in which the gift card subsidiary is located.

Sales Returns

Sales Returns

The Company allows customers to return merchandise for up to thirty days after the date of sale. Expected refunds to customers are recorded based on estimated margin using historical return information. The refund liability for merchandise returns is recorded in accrued expenses on the consolidated balance sheet and totaled $0.2 million and $0.3 million as of February 3, 2024 and January 28, 2023, respectively. The corresponding asset for the recoverable cost of expected refunds is included in prepaid and other current assets and totaled $0.1 million as of both February 3, 2024 and January 28, 2023.

Disaggregation of Revenue

Disaggregation of Revenue

In the following table, the Company’s revenue is disaggregated by “Citi” or major product category. The following table provides the percentage of net sales for each Citi within the merchandise assortment:


	Fiscal Year
Citis	2023		2022		2021
Ladies	27	%	26	%	26	%
Kids	23	%	23	%	22	%
Accessories & Beauty	17	%	18	%	18	%
Mens	17	%	17	%	18	%
Home & Lifestyle	9	%	8	%	9	%
Footwear	7	%	8	%	7	%

Cost of Sales

Cost of sales includes the cost of inventory sold during the period and transportation costs, including inbound freight related to inventory sold, freight from the distribution centers to the stores and freight from vendors to stores, net of discounts and allowances. Distribution center costs, store occupancy expenses and advertising expenses are not considered components of cost of sales and are included as part of selling, general and administrative expenses. Depreciation is also not considered a component of cost of sales and is included as a separate line item in the consolidated statements of operations. Distribution center costs (exclusive of depreciation) for fiscal 2023, 2022 and 2021 were $31.0 million, $26.3 million and $24.9 million, respectively.

Earnings per Share

Basic earnings per common share amounts are calculated using the weighted average number of common shares outstanding for the period. Diluted earnings per common share amounts are calculated using the weighted average number of common shares outstanding plus the additional dilution for all potentially dilutive securities, such as nonvested restricted stock. During loss periods, diluted loss per share amounts are based on the weighted average number of common shares outstanding because the inclusion of common stock equivalents would be antidilutive.

The following table provides a reconciliation of the number of average common shares outstanding used to calculate basic earnings per share to the number of common shares and common stock equivalents outstanding used in calculating diluted earnings per share:


	Fiscal Year
	2023	2022	2021
Weighted average number of common shares outstanding	8,221,450	8,216,448	8,911,810
Incremental shares from assumed vesting of nonvested restricted stock	—	—	101,122
Average number of common shares and common stock equivalents outstanding	8,221,450	8,216,448	9,012,932

The dilutive effect of stock-based compensation arrangements is accounted for using the treasury stock method. The Company includes as assumed proceeds the amount of compensation costs attributed to future services and not yet recognized. For fiscal 2023, 2022 and 2021, respectively, there were 273,000, 218,000 and 47,000 shares of nonvested restricted stock excluded from the calculation of diluted earnings per share because of antidilution.

Advertising

The Company expenses advertising as incurred. Advertising expense for fiscal 2023, 2022 and 2021 was $1.6 million, $0.8 million and $1.2 million, respectively.

Operating Leases

The Company leases all of its retail store locations, its distribution centers and certain office space and equipment. All leases are classified as operating leases. The Company records right-of-use assets and lease liabilities based on the present value of future minimum lease payments using an incremental borrowing rate. The incremental borrowing rate is determined based on rates and terms from the Company’s existing borrowing facility with adjustments to bridge for differences in collateral, terms and payments. Lease costs are recognized over the estimated term of the lease, which includes any reasonably certain lease periods associated with available renewal periods. Lease expense for fixed lease payments is recognized on a straight-line basis over the lease term. In addition, certain leases provide for contingent rents that are not measurable at inception. These contingent rents are primarily based on a percentage of net sales that are in excess of a predetermined level. These amounts are excluded from minimum rent and included in the determination of total rent expense when it is probable that the expense has been incurred and the amount can be reasonably estimated. If an operating lease asset is impaired, the remaining operating lease asset will be amortized on a straight-line basis over the remaining lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are

expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. If there is a change in tax rates, the Company would recognize the impact of such change in income in the period that includes the enactment date.

Business Operating Segment

The Company is a specialty value retailer of fashion apparel, accessories and home goods for the entire family. The retail operations represent a single operating segment based on the way the Company manages its business. Operating decisions and resource allocation decisions are made at the Company level in order to maintain a consistent retail store presentation. The Company’s retail stores sell similar products, use similar processes to sell those products, and sell their products to similar classes of customers. All sales and assets are located within the United States.

Recently Adopted Accounting Standards

New Accounting Pronouncement

In December 2023, the FASB issued ASU 2023-09, “Improvement to Income Tax Disclosures (Topic 740)”, which requires additional disclosures for income tax rate reconciliations, income taxes paid, and certain other tax disclosures. ASU 2023-09 is intended to enhance the transparency and decision usefulness of income tax disclosures. The amendments in ASU 2023-09 address investor requests for enhanced income tax information primarily through changes to the rate reconciliation and income taxes paid information. Adoption is required for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures.

Summary of Significant Accounting Policies - PPE and Insurance Liabilities (Details) - USD ($)	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Fiscal Year
Length of fiscal year	371 days	364 days	364 days
Inventory
Allowance for inventory shrinkage	$ 3,900,000	$ 5,800,000
Impairment of long lived assets
Non-cash impairment expense	1,000,000.0	$ 0	$ 0
Insurance Liabilities
Self-insured retention or deductible amount per claim for workers' compensation	250,000
Self-insured retention or deductible amount per claim for employee medical	$ 100,000
Furniture and Fixtures \| Minimum
Property and Equipment, net
Estimated useful lives	3 years
Furniture and Fixtures \| Maximum
Property and Equipment, net
Estimated useful lives	5 years
Leasehold Improvements
Property and Equipment, net
Estimated useful lives	10 years
Software
Property and Equipment, net
Estimated useful lives	7 years
Building and Building Improvements \| Minimum
Property and Equipment, net
Estimated useful lives	15 years
Building and Building Improvements \| Maximum
Property and Equipment, net
Estimated useful lives	20 years
Leasehold improvements and fixtures and equipment at underperforming stores
Impairment of long lived assets
Non-cash impairment expense	$ 900,000
Right of use asset
Impairment of long lived assets
Non-cash impairment expense	$ 100,000

Stockholders' Equity

12 Months Ended

Feb. 03, 2024

Stockholders' Equity

Stockholders' Equity

6. Stockholders’ Equity

Repurchases of common stock

The Company periodically repurchases shares of its common stock under board-authorized repurchase programs. Such repurchases may be made in the open market, through block trades or through other negotiated transactions. Share repurchases are as follows (in thousands, except per share data):


	Fiscal Year
	2023		2022		2021
Total number of shares purchased		—		331		1,369
Average price paid per share (including commissions)	$	—	$	30.22	$	84.23
Total investment	$	—	$	10,000	$	115,285

At February 3, 2024, $50.0 million remained available under the Company’s previously announced stock repurchase authorization.

Stock-Based Compensation

The Company maintains the Citi Trends, Inc. Incentive Plan (the “Plan”) which permits the grant of stock-based incentive awards to employees, officers, directors and consultants. The Plan provides for the grant of incentive and nonqualified options, stock appreciation rights, restricted stock, restricted stock units, performance awards and other forms of stock-based and cash-based compensation. At February 3, 2024, the Company had 361,841 shares reserved for future grants under the Plan. During fiscal 2023, 2022 and 2021, non-cash stock-based compensation expense recorded in selling and general and administrative expenses totaled $4.1 million, $3.6 million and $4.8 million, respectively. The income tax expense (benefit) resulting from the fair market value of restricted stock at vesting versus the cumulative compensation cost of such stock is recorded as a component of income tax expense and was $0.5 million, $0.5 million and ($1.2) million, respectively.

The Company issues shares of restricted stock to key team members and non-employee directors. Restricted stock granted to employees vests in equal installments over three years from the date of grant. Restricted stock granted to non-employee directors vests one year from the date of grant.

The Company also issues performance-based restricted stock units (“PSUs”) to key team members that cliff vest at the end of a three-year period based upon the Company’s achievement of pre-established goals. The number of units earned and vested is subject to scaling based on a pre-established performance matrix.

Prior to fiscal 2021, the Company issued cash-settled restricted stock units (“CSUs”) to certain team members. In the fourth quarter of fiscal 2021, all outstanding CSUs were converted to time-based restricted stock, with vesting criteria based on the original vesting criteria for the CSUs. This conversion resulted in the reclassification of a $3.4 million liability from accrued compensation to equity.

The following table summarizes activity related to nonvested restricted stock and PSUs during fiscal 2023:


	Time-Based Restricted Stock			Performance-Based Restricted Stock Units
		Weighted Average			Weighted Average
	Nonvested	Grant Date		Nonvested	Grant Date
	Shares	Fair Value		Units	Fair Value
Outstanding as of January 28, 2023	195,509	$	43.41	72,590	$	44.60
Granted	272,479		16.97	107,826		16.08
Vested	(117,785)		44.89	—		—
Forfeited	(39,321)		26.39	(80,949)		41.65
Outstanding as of February 3, 2024	310,882	$	21.83	99,467	$	16.08

At February 3, 2024, there was $4.1 million of unrecognized compensation expense related to restricted stock. Based on current probable performance, we have determined no compensation expense is required on our PSUs.

Stockholder Right Agreement

On December 6, 2023, the board of directors adopted a limited duration stockholder protection rights plan, pursuant to which the board declared a dividend of one preferred share purchase right (a “Right”) for each of the Company’s issued and outstanding shares of common stock, par value $0.01 per share. The dividend was paid to the stockholders of record at the close of business on December 18, 2023. Each Right entitles the registered holder, subject to the terms of the Rights Agreement (as defined below), to purchase from the Company one ten-thousandth of a share of the Company’s Series A Junior Participating Preferred Stock, par value $0.01 per share, at a price of $120.00, subject to certain adjustments. The Rights are governed by the Stockholder Protection Rights Agreement, dated as of December 6, 2023 (the “Rights Agreement”), by and between the Company and Equiniti Trust Company, LLC, and are exercisable only after the occurrence of certain conditions set forth in the Rights Agreement. The Rights Agreement expires upon the close of business on December 4, 2024, but may expire earlier upon the occurrence of certain events set forth in the Rights Agreement.

Leases - Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
Leases - Lease Cost (Details) - USD ($) $ in Thousands	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Leases
Operating lease cost	$ 62,163	$ 60,167	$ 52,737
Variable lease cost	11,070	9,911	10,938
Short term lease cost	1,598	1,395	1,091
Total lease cost	$ 74,831	$ 71,473	$ 64,766

Income Taxes - Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Current:
Federal	$ 2,025	$ (12,616)	$ (11,326)
State	(329)	(4,426)	(2,473)
Total current	1,696	(17,042)	(13,799)
Deferred:
Federal	2,635	(1,031)	(2,629)
State	(424)	932	(574)
Total deferred	2,211	(99)	(3,203)
Income tax benefit (expense)	$ 3,907	$ (17,141)	$ (17,002)

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Summary of Significant Accounting Policies - Returns and Disaggregation of Revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Revenue, initial application period, cumulative effect transition
Period of time company allows customers to return merchandise	30 days
Estimated refund liability	$ 0.2	$ 0.3
Carrying value of return asset	0.1	0.1
Distribution center costs	$ 31.0	$ 26.3	$ 24.9
Ladies
Revenue, initial application period, cumulative effect transition
Revenue from contracts with customers disaggregated by major product line (as a percent)	27.00%	26.00%	26.00%
Kids
Revenue, initial application period, cumulative effect transition
Revenue from contracts with customers disaggregated by major product line (as a percent)	23.00%	23.00%	22.00%
Accessories & Beauty
Revenue, initial application period, cumulative effect transition
Revenue from contracts with customers disaggregated by major product line (as a percent)	17.00%	18.00%	18.00%
Mens
Revenue, initial application period, cumulative effect transition
Revenue from contracts with customers disaggregated by major product line (as a percent)	17.00%	17.00%	18.00%
Home & Lifestyle
Revenue, initial application period, cumulative effect transition
Revenue from contracts with customers disaggregated by major product line (as a percent)	9.00%	8.00%	9.00%
Footwear
Revenue, initial application period, cumulative effect transition
Revenue from contracts with customers disaggregated by major product line (as a percent)	7.00%	8.00%	7.00%

Leases (Tables)

12 Months Ended

Feb. 03, 2024

Leases

Schedule of lease expense


	Fiscal Year
	2023		2022		2021
Operating lease cost	$	62,163	$	60,167	$	52,737
Variable lease cost		11,070		9,911		10,938
Short term lease cost		1,598		1,395		1,091
Total lease cost	$	74,831	$	71,473	$	64,766

Schedule of future minimum rent payments under operating leases

Future minimum lease payments as of February 3, 2024 are as follows (in thousands):


Fiscal Year	Lease Costs
2024	$	57,012
2025		52,638
2026		41,363
2027		30,650
2028		22,674
Thereafter		102,932
Total future minimum lease payments		307,269
Less: imputed interest		(72,617)	(1)
Total present value of lease liabilities	$	234,652	(2)

(1)

Calculated using the discount rate for each lease.

(2)

Includes short-term and long-term portions of operating leases.

Schedule of supplemental cash flow and other information

Supplemental cash flow and other information related to operating leases are as follows (in thousands, except for weighted average amounts):


	Fiscal Year
	2023		2022		2021
Cash paid for operating leases	$	68,371	$	56,053	$	56,932
Right of use assets obtained in exchange for new operating lease liabilities	$	27,836	$	101,241	$	75,359

Weighted average remaining lease term (years) - operating leases		7.54		7.83		5.32
Weighted average discount rate - operating leases		5.04%		4.49%		2.86%

Commitments and Contingencies

12 Months Ended

Feb. 03, 2024

Commitments and Contingencies

Commitments and Contingencies

7. Commitments and Contingencies

The Company from time to time is involved in various legal proceedings incidental to the conduct of its business, including claims by customers, employees or former employees. Once it becomes probable that the Company will incur costs in connection with a legal proceeding and such costs can be reasonably estimated, it establishes appropriate reserves.

In connection with the previously disclosed January 2023 cyber disruption, four putative class action lawsuits were filed against the Company in the United States District Court for the Southern District of Georgia (the “Court”). These matters, Matousek et al v. Citi Trends, Inc.; Sienna Thomas v. Citi Trends, Inc.; Yeimy Sambrano v. Citi Trends, Inc.; Sabrina Green-Fogg v. Citi Trends, Inc. were filed in the second half of 2023, and consolidated into one case by the Court on November 8, 2023. The plaintiffs allege harm in connection with the January 2023 cyber disruption and assert a variety of claims seeking unspecified monetary damages and other related relief. A consolidated class action complaint was filed on February 15, 2024, adding an additional plaintiff, Shykira Scott. The Company is vigorously defending these lawsuits and filed a motion to dismiss the consolidated class action complaint, as well as a motion to compel individual arbitration and dismiss or stay actions on March 22, 2024. In addition, the Attorneys General of Alabama, Connecticut, Indiana and Texas sent inquiry letters to the Company regarding the January 2023 cyber disruption, which the Company has answered. As of the end of fiscal 2023, the Company had an accrual of $0.8 million for estimated losses in connection with these matters recorded in Accrued expenses. The ultimate loss to the Company for these matters could be materially different from the amount the Company has accrued. The Company cannot predict or estimate the duration or ultimate outcome of these matters. The Company is unable to predict whether it may be subject to other lawsuits, claims or inquiries.

While legal proceedings are subject to uncertainties and the outcome of any such matter is not predictable and it is possible that we could incur losses associated with these proceedings, the Company does not believe, based on the information available to it at the time of this filing, that any legal proceedings pending or threatened against it will have a material adverse effect on its financial condition, results of operations or liquidity.

The Company is also party to purchase obligations for open merchandise orders of $132.8 million that is due within 12 months.

Subsequent Event (Details) - Subsequent Event	Feb. 29, 2024 person
Subsequent Event
Number of Board of Directors resigning	3
Period of time prior to the opening of the window for the submission of stockholder director nominations for the Company's 2025 annual meeting of stockholders	30 days
Period of time prior to one-year anniversary of the previous annual meetings	150 days
Period of time between anniversary annual meetings	1 year

Stockholders' Equity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Jan. 28, 2023	Jan. 29, 2022	Feb. 03, 2024
Stockholders' Equity
Total number of shares purchased	331	1,369
Average price paid per share (including commissions)	$ 30.22	$ 84.23
Total investment	$ 10,000	$ 115,285
Remaining value of shares available for repurchase			$ 50,000

Summary of Significant Accounting Policies

12 Months Ended

Feb. 03, 2024

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All intercompany transactions and balances have been eliminated in consolidation.

Fiscal Year

Use of Estimates

Cash and Cash Equivalents/Concentration of Credit Risk

Inventory

Property and Equipment, net

Impairment of Long-Lived Assets

Insurance Liabilities

Stock-Based Compensation

Revenue Recognition

Sales Returns

Disaggregation of Revenue


	Fiscal Year
Citis	2023		2022		2021
Ladies	27	%	26	%	26	%
Kids	23	%	23	%	22	%
Accessories & Beauty	17	%	18	%	18	%
Mens	17	%	17	%	18	%
Home & Lifestyle	9	%	8	%	9	%
Footwear	7	%	8	%	7	%

Cost of Sales

Earnings per Share


	Fiscal Year
	2023	2022	2021
Weighted average number of common shares outstanding	8,221,450	8,216,448	8,911,810
Incremental shares from assumed vesting of nonvested restricted stock	—	—	101,122
Average number of common shares and common stock equivalents outstanding	8,221,450	8,216,448	9,012,932

Advertising

The Company expenses advertising as incurred. Advertising expense for fiscal 2023, 2022 and 2021 was $1.6 million, $0.8 million and $1.2 million, respectively.

Operating Leases

Income Taxes

expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. If there is a change in tax rates, the Company would recognize the impact of such change in income in the period that includes the enactment date.

Business Operating Segment

New Accounting Pronouncement

Income Taxes

12 Months Ended

Feb. 03, 2024

Income Taxes

Income Taxes

5. Income Taxes

Income tax benefit (expense) consists of the following (in thousands):


	Fiscal Year
	2023		2022		2021
Current:
Federal	$	2,025	$	(12,616)	$	(11,326)
State		(329)		(4,426)		(2,473)
Total current		1,696		(17,042)		(13,799)
Deferred:
Federal		2,635		(1,031)		(2,629)
State		(424)		932		(574)
Total deferred		2,211		(99)		(3,203)
Total income tax benefit (expense)	$	3,907	$	(17,141)	$	(17,002)

Income tax benefit (expense) computed using the federal statutory rate is reconciled to the reported income tax benefit (expense) as follows (in thousands):


	Fiscal Year
	2023		2022		2021
Statutory rate applied to income before income taxes	$	3,337	$	(15,967)	$	(16,641)
State income taxes, net of federal benefit		240		(2,738)		(2,936)
State tax credits		(167)		(268)		152
State tax credits - valuation allowance (net of federal benefit)		(774)		393		158
General business credits		1,840		1,871		1,433
Nondeductible compensation		—		(44)		(455)
Excess (deficit) tax benefits from stock-based compensation		(519)		(507)		1,226
Other		(50)		119		61
Income tax benefit (expense)	$	3,907	$	(17,141)	$	(17,002)

Deferred tax assets and deferred tax liabilities consist of the following (in thousands):


	February 3,		January 28,
	2024		2023
Deferred tax assets:
Inventory capitalization	$	2,422	$	1,627
Vacation liability		489		911
Operating lease liabilities		59,556		67,075
State tax credits		2,599		2,765
Stock compensation		1,059		1,178
Insurance liabilities		855		972
Research and development		1,399		811
Net operating loss and charitable contribution carryforwards		2,434		—
Other		507		605
Subtotal deferred tax assets		71,320		75,944
Less: State tax credits valuation allowance - net		(1,937)		(1,163)
Total deferred tax assets		69,383		74,781

Deferred tax liabilities:
Right of use asset		(57,690)		(65,130)
Book and tax depreciation differences		(6,115)		(5,798)
Prepaid expenses		(473)		(960)
Total deferred tax liabilities		(64,278)		(71,888)
Net deferred tax asset	$	5,105	$	2,893

The Company files income tax returns in U.S. federal and state jurisdictions where it does business and is subject to examinations by the Internal Revenue Service (“IRS”) and other taxing authorities. With a few exceptions, the Company is no longer subject to U.S. federal and state income tax examinations by tax authorities for years prior to fiscal 2019. The Company reviews and assesses uncertain tax positions, if any, with recognition and measurement of tax benefit based on a “more-likely-than-not” standard with respect to the ultimate outcome, regardless of whether this assessment is favorable or unfavorable. As of February 3, 2024, there were no material benefits taken on the Company’s income tax returns that do not qualify for financial statement recognition. If a tax position does not meet the minimum statutory threshold to avoid payment of penalties and interest, a company is required to recognize an expense for the amount of the interest and penalty in the period in which the company claims or expects to claim the position on its tax return. For financial statement purposes, companies are allowed to elect whether to classify such charges as either income tax expense or another expense classification. Should such expense be incurred in the future, the Company will classify such interest as a component of interest expense and penalties as a component of income tax expense.

At February 3, 2024, the Company had income tax net operating loss (“NOL”) carryforwards for federal purposes of $9.5 million (gross) and for state purposes of $0.4 million (tax effected). The federal tax NOL carryforwards have an indefinite carryforward, but are limited to offsetting 80% of taxable income in future years. The majority of state tax NOL carryforwards either follow federal indefinite carryforward or begin to expire in 2038, with one jurisdiction expiring in 2028.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible and income tax credits may be utilized, management believes it is more likely than not that the Company will realize the benefits of these deductible differences with the exception of certain tax credits available in one state. Beginning in 2011, the Company concluded that its ability to utilize a portion of such state’s tax credits was no longer more likely than not. Such recognition resulted in the establishment of a valuation allowance which necessitated a charge to income tax expense and a reduction in deferred tax assets. Subsequent to 2011, the Company has continued to earn such state credits and has further adjusted the related valuation allowance. At February 3, 2024, the valuation allowance, net of federal tax benefit, totaled $1.9 million.

The effective income tax rate for fiscal 2023, 2022 and 2021 included the recognition of benefits arising from various federal and state tax credits. Under current IRS and state income tax regulations, these credits may be carried back for one year or carried forward for periods up to 20 years. The income tax benefit included $2.2 million, $1.6 million and $1.6 million related to such credits in each of fiscal 2023, 2022 and 2021, respectively.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands	Common Stock	Paid in Capital	Retained Earnings	Treasury Stock	Total
Balances at Jan. 30, 2021	$ 158	$ 95,484	$ 209,918	$ (141,926)	$ 163,634
Balances (in shares) at Jan. 30, 2021	15,981,394
Balances (in shares) at Jan. 30, 2021				6,104,493
Increase (Decrease) in Stockholders' Equity
Conversion of nonvested cash-settled units to nonvested shares		3,415			3,415
Conversion of nonvested cash-settled units to nonvested shares (in shares)	123,478
Vesting of nonvested shares	$ 1				1
Issuance of nonvested shares (in shares)	23,539
Forfeiture of nonvested shares (in shares)	(9,166)
Stock-based compensation expense		4,776			4,776
Net share settlement of nonvested shares		(2,638)			(2,638)
Net share settlement of nonvested shares (in shares)	(28,880)
Repurchase of common stock				$ (115,285)	(115,285)
Repurchase of common stock (in shares)				1,368,662
Net (loss) income			62,240		62,240
Balances at Jan. 29, 2022	$ 159	101,037	272,158	$ (257,211)	116,143
Balances (in shares) at Jan. 29, 2022	16,090,365
Balances (in shares) at Jan. 29, 2022				7,473,155
Increase (Decrease) in Stockholders' Equity
Conversion of nonvested cash-settled units to nonvested shares (in shares)	140,441
Vesting of nonvested shares	$ 2				2
Issuance of nonvested shares under incentive plan (in shares)	15,977
Forfeiture of nonvested shares (in shares)	(42,782)
Stock-based compensation expense		3,635			3,635
Net share settlement of nonvested shares	$ (1)	(2,227)			(2,228)
Net share settlement of nonvested shares (in shares)	(45,507)
Repurchase of common stock				$ (10,000)	(10,000)
Repurchase of common stock (in shares)				330,858
Net (loss) income			58,892		58,892
Balances at Jan. 28, 2023	$ 160	102,445	331,050	$ (267,211)	$ 166,444
Balances (in shares) at Jan. 28, 2023	16,158,494				16,158,494
Balances (in shares) at Jan. 28, 2023				7,804,013	7,804,013
Increase (Decrease) in Stockholders' Equity
Conversion of nonvested cash-settled units to nonvested shares					$ 3,400
Issuance of nonvested shares (in shares)	272,426
Forfeiture of nonvested shares (in shares)	(39,321)
Stock-based compensation expense		4,095			4,095
Net share settlement of nonvested shares		(854)			(854)
Net share settlement of nonvested shares (in shares)	(36,885)
Net (loss) income			(11,979)		(11,979)
Balances at Feb. 03, 2024	$ 160	$ 105,686	$ 319,071	$ (267,211)	$ 157,706
Balances (in shares) at Feb. 03, 2024	16,354,714				16,354,714
Balances (in shares) at Feb. 03, 2024				7,804,013	7,804,013

Summary of Significant Accounting Policies - Segments and Concentration Risk (Details)	12 Months Ended
	Feb. 03, 2024 segment
Summary of Significant Accounting Policies
Number of operating segments	1

Property and Equipment, net (Details) - USD ($) $ in Thousands	Feb. 03, 2024	Jan. 28, 2023
Property and Equipment, net
Property and equipment, gross	$ 332,677	$ 322,631
Accumulated depreciation	(276,446)	(262,525)
Property and Equipment, net	56,231	60,106
Building
Property and Equipment, net
Property and equipment, gross	4,786	4,786
Leasehold Improvements
Property and Equipment, net
Property and equipment, gross	131,143	128,522
Furniture and Fixtures
Property and Equipment, net
Property and equipment, gross	138,980	137,464
Computer Equipment
Property and Equipment, net
Property and equipment, gross	56,666	50,457
Construction in Progress
Property and Equipment, net
Property and equipment, gross	$ 1,102	$ 1,402

Stockholders' Equity - Stockholder Right Agreement (Details) - $ / shares	Feb. 03, 2024	Dec. 06, 2023	Jan. 28, 2023
Stockholders' Equity
Number of share purchase right		1
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01
Series A junior participating preferred stock		0.0001
Preferred stock, par value (in dollars per share)		$ 0.01
Share price		$ 120.00

Leases - Future Minimum Lease Payments (Details) $ in Thousands	Feb. 03, 2024 USD ($)
Future minimum lease payments under operating leases
2024	$ 57,012
2025	52,638
2026	41,363
2027	30,650
2028	22,674
Thereafter	102,932
Total future minimum lease payments	307,269
Less: imputed interest	(72,617)
Total present value of lease liabilities	$ 234,652
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Operating Lease, Liability, Current, Operating Lease, Liability, Noncurrent

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Operating activities:
Net (loss) income	$ (11,979)	$ 58,892	$ 62,240
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	18,990	20,595	20,393
Non-cash operating lease costs	50,462	51,310	50,455
Asset impairment	1,051
Loss on disposal of property and equipment	238	10	201
Deferred income taxes	(2,211)	99	3,203
Insurance proceeds related to operating activities	3,483	1,575	804
Non-cash stock-based compensation expense	4,095	3,635	4,776
Gain on sale of assets or insurance related activities	(3,483)	(64,088)
Changes in assets and liabilities:
Inventory	(24,638)	16,826	(20,381)
Prepaid and other current assets	2,139	1,660	2,011
Other assets	178	134	(278)
Accounts payable	17,861	(18,329)	12,833
Accrued expenses and other long-term liabilities	(58,318)	(54,844)	(53,187)
Accrued compensation	(3,977)	(15,073)	(5)
Income tax payable/receivable	(3,508)	3,372	(8,610)
Layaway deposits	40	(20)	(136)
Net cash (used in) provided by operating activities	(9,577)	5,754	74,319
Investing activities:
Sales/redemptions of investment securities			35,272
Purchases of investment securities			(35,272)
Purchases of property and equipment	(14,875)	(22,287)	(29,707)
Insurance proceeds related to investing activities	1,517	1,370	192
Proceeds from sale-leasebacks		81,098
Net cash (used in) provided by investing activities	(13,358)	60,181	(29,515)
Financing activities:
Payment of debt issuance costs			(270)
Cash used to settle withholding taxes on vested restricted stock	(854)	(2,228)	(2,638)
Repurchase of common stock		(10,000)	(115,285)
Net cash used in financing activities	(854)	(12,228)	(118,193)
Net (decrease) increase in cash and cash equivalents	(23,789)	53,707	(73,389)
Cash and cash equivalents:
Beginning of year	103,495	49,788	123,177
End of year	79,706	103,495	49,788
Supplemental disclosures of cash flow information:
Cash paid for interest	159	158	176
Cash payments of income taxes	1,813	13,842	22,409
Supplemental disclosures of non-cash investing activities:
Accrual for purchases of property and equipment	2,936	$ 1,522	2,847
Conversion of nonvested cash-settled units to nonvested shares under incentive plan	$ 3,400		$ 3,415

Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Feb. 03, 2024	Jan. 28, 2023
Deferred tax assets:
Inventory capitalization	$ 2,422	$ 1,627
Vacation liability	489	911
Operating lease liabilities	59,556	67,075
State tax credits	2,599	2,765
Stock compensation	1,059	1,178
Insurance liabilities	855	972
Research and development	1,399	811
Net operating loss and charitable contribution carryforwards	2,434
Other	507	605
Subtotal deferred tax assets	71,320	75,944
Less: State tax credits valuation allowance - net	(1,937)	(1,163)
Total deferred tax assets	69,383	74,781
Deferred tax liabilities:
Right of use asset	(57,690)	(65,130)
Book and tax depreciation differences	(6,115)	(5,798)
Prepaid expenses	(473)	(960)
Total deferred tax liabilities	(64,278)	(71,888)
Net deferred tax asset	$ 5,105	$ 2,893

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Feb. 03, 2024

Summary of Significant Accounting Policies

Schedule of revenue from contracts with customers disaggregated by major product line


	Fiscal Year
Citis	2023		2022		2021
Ladies	27	%	26	%	26	%
Kids	23	%	23	%	22	%
Accessories & Beauty	17	%	18	%	18	%
Mens	17	%	17	%	18	%
Home & Lifestyle	9	%	8	%	9	%
Footwear	7	%	8	%	7	%

Schedule of reconciliation of the number of average common shares outstanding used to calculate basic and diluted earnings per share


	Fiscal Year
	2023	2022	2021
Weighted average number of common shares outstanding	8,221,450	8,216,448	8,911,810
Incremental shares from assumed vesting of nonvested restricted stock	—	—	101,122
Average number of common shares and common stock equivalents outstanding	8,221,450	8,216,448	9,012,932

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Feb. 03, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Revolving Line of Credit

12 Months Ended

Feb. 03, 2024

Revolving Line of Credit

Revolving Line of Credit

4. Revolving Line of Credit

On October 27, 2011, the Company entered into a five-year, $50 million credit facility with Bank of America. The facility was amended in August 2015 and May 2020 to extend the maturity dates. The facility was further amended on April 15, 2021 to modify terms and extend the maturity date to April 15, 2026. In May 2023, the facility was amended to replace the London Interbank Offered Rate (“LIBOR”) with the Secured Overnight Financing Rate (“SOFR”).

The amended facility provides a $75 million credit commitment and a $25 million uncommitted “accordion” feature that under certain circumstances could allow the Company to increase the size of the facility to $100 million. The facility is secured by the Company’s inventory, accounts receivable and related assets, but not its real estate, fixtures and equipment, and it contains one financial covenant, a fixed charge coverage ratio, which is applicable and tested only in certain circumstances. The facility has an unused commitment fee of 0.20% and permits the payment of cash dividends subject to certain limitations.

Borrowings under the credit facility bear interest (a) for SOFR Loans, at a rate equal to the SOFR Rate plus a SOFR adjustment equal to 0.10% plus either 1.25%, 1.50% or 1.75%, or (b) for Base Rate Loans, at a rate equal to the highest of (i) the prime rate, (ii) the Federal Funds Rate plus 0.5% or (iii) the Eurodollar Rate plus 1.0%, plus, in each case either 0.25%, 0.50% or 0.75%, based in any such case on the average daily availability for borrowings under the facility.

As of February 3, 2024, the Company had no borrowings under the credit facility and $1.4 million of letters of credit outstanding.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Summary of Significant Accounting Policies - EPS, Advertising and Leases (Details) - USD ($) $ in Millions	12 Months Ended
	Feb. 03, 2024	Jan. 28, 2023	Jan. 29, 2022
Reconciliation of average number of common shares outstanding used to calculate basic and diluted earnings per share
Weighted average number of common shares outstanding	8,221,450	8,216,448	8,911,810
Incremental shares from assumed vesting of nonvested restricted stock			101,122
Average number of common shares and common stock equivalents outstanding	8,221,450	8,216,448	9,012,932
Advertising
Advertising expense	$ 1.6	$ 0.8	$ 1.2
Restricted Stock
Reconciliation of average number of common shares outstanding used to calculate basic and diluted earnings per share
Securities excluded from calculation of diluted earnings per share (in shares)	273,000	218,000	47,000

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Feb. 03, 2024	Apr. 13, 2024	Jul. 29, 2023
Document Information [Line Items]
Document Type	10-K
Document Period End Date	Feb. 03, 2024
Document Annual Report	true
Document Transition Report	false
Entity File Number	001-41886
Entity Registrant Name	CITI TRENDS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	52-2150697
Entity Address, Address Line One	104 Coleman Boulevard
Entity Address, City or Town	Savannah
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	31408
City Area Code	912
Local Phone Number	236-1561
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 161,689,396
Entity Common Stock, Shares Outstanding		8,536,956
Current Fiscal Year End Date	--02-03
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Entity Central Index Key	0001318484
Amendment Flag	false
Auditor Firm ID	34
Auditor Name	Deloitte & Touche LLP
Auditor Location	Atlanta, Georgia
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock, $.01 Par Value
Trading Symbol	CTRN
Security Exchange Name	NASDAQ
Preferred Stock Purchase Rights
Document Information [Line Items]
Title of 12(b) Security	Preferred Stock Purchase Rights
No Trading Symbol Flag	true
Security Exchange Name	NASDAQ

Stockholders' Equity - Activity for Time-Based Nonvested Restricted Stock and Performance-Based RSU Grants (Details)	12 Months Ended
	Feb. 03, 2024 $ / shares shares
Restricted Stock
Nonvested Restricted Shares
Outstanding at the beginning of the period (in shares) \| shares	195,509
Granted (in shares) \| shares	272,479
Vested (in shares) \| shares	(117,785)
Forfeited (in shares) \| shares	(39,321)
Outstanding at the end of the period (in shares) \| shares	310,882
Weighted Average Grant Date Fair Value
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 43.41
Granted (in dollars per share) \| $ / shares	16.97
Vested (in dollars per share) \| $ / shares	44.89
Forfeited (in dollars per share) \| $ / shares	26.39
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 21.83
Performance-Based RSU
Nonvested Restricted Shares
Outstanding at the beginning of the period (in shares) \| shares	72,590
Granted (in shares) \| shares	107,826
Forfeited (in shares) \| shares	(80,949)
Outstanding at the end of the period (in shares) \| shares	99,467
Weighted Average Grant Date Fair Value
Outstanding at the beginning of the period (in dollars per share) \| $ / shares	$ 44.60
Granted (in dollars per share) \| $ / shares	16.08
Forfeited (in dollars per share) \| $ / shares	41.65
Outstanding at the end of the period (in dollars per share) \| $ / shares	$ 16.08

Consolidated Balance Sheets - USD ($) $ in Thousands	Feb. 03, 2024	Jan. 28, 2023
Current assets:
Cash and cash equivalents	$ 79,706	$ 103,495
Inventory	130,432	105,794
Prepaid and other current assets	10,838	12,977
Income tax receivable	4,123	615
Total current assets	225,099	222,881
Property and equipment	56,231	60,106
Operating lease right of use assets	231,281	257,195
Deferred income taxes	5,105	2,893
Other assets	1,005	1,183
Total assets	518,721	544,258
Current liabilities:
Accounts payable	100,366	80,670
Operating lease liabilities	45,842	52,661
Accrued expenses	16,466	16,055
Accrued compensation	6,846	10,823
Layaway deposits	384	344
Total current liabilities	169,904	160,553
Noncurrent operating lease liabilities	188,810	214,939
Other long-term liabilities	2,301	2,322
Total liabilities	361,015	377,814
Stockholders' equity:
Common stock, $0.01 par value. Authorized 32,000,000 shares; 16,354,714 shares issued as of February 3, 2024 and 16,158,494 shares issued as of January 28, 2023; 8,550,701 shares outstanding as of February 3, 2024 and 8,354,481 shares outstanding as of January 28, 2023	160	160
Paid in capital	105,686	102,445
Retained earnings	319,071	331,050
Treasury stock, at cost; 7,804,013 shares held as of February 3, 2024 and January 28, 2023	(267,211)	(267,211)
Total stockholders' equity	157,706	166,444
Commitments and contingencies (Note 7)
Total liabilities and stockholders' equity	$ 518,721	$ 544,258