Citi Trends announces board changes and cooperation agreement extension

February 20, 2026 6:45 AM EST

Citi Trends, Inc. (NASDAQ: CTRN) announced board transitions and extended its cooperation agreement with Fund 1 Investments, LLC for an additional year.

Wes Calvert departed from the company's board of directors effective February 19, 2026, following his service as chair of the finance committee. Benjamin Faw was appointed as a new independent director on the same date and will assume the finance committee chair role.

Calvert served on the board for the past year, providing financial oversight and capital allocation guidance during a period focused on strengthening the company's operating model and financial framework.

"Wes has been a trusted partner to management, particularly during a period where financial discipline and thoughtful capital allocation were critical to CITITRENDS' progress," said Ken Seipel, chairman and chief executive officer.

Faw brings experience across digital, technology, and investment sectors, along with a background as a private investor with expertise in consumer-facing businesses.

"We are excited to welcome Benjamin to the Board and to have him assume leadership of our Finance Committee," Seipel said. "His digital expertise, investor mindset, and disciplined approach to capital allocation align well with CITITRENDS' continued modernization and long-term growth strategy."

The company exercised its right to extend its cooperation agreement with Fund 1, including standstill provisions, for one additional year. The agreement reflects continued engagement between the retailer and the investment firm.

"We appreciate the ongoing dialogue and engagement with Fund 1 and view the extension of the cooperation agreement as a positive step that reflects confidence in our strategy, governance, and execution," Seipel stated.

Following these changes, the board will consist of eight directors, seven of whom are independent. Citi Trends operates 590 stores across 33 states as an off-price retailer of apparel, accessories, and home goods.



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