SEC Filing | Destination XL Group, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Surette Allison

(Last)

(First)

(Middle)

C/O DESTINATION XL GROUP, INC.

555 TURNPIKE STREET

(Street)

CANTON

02021

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/17/2018

3. Issuer Name and Ticker or Trading Symbol
DESTINATION XL GROUP, INC. [ DXLG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP, GMM

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, $0.01 par value	3,876	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (Right to Buy)	01/28/2017	09/11/2026	Common Stock	4,261	4.49	D
Restricted Stock Units	04/01/2019	09/11/2026	Common Stock	1,698⁽¹⁾	0⁽²⁾	D
Restricted Stock Units	08/31/2018	04/03/2027	Common Stock	7,236⁽³⁾	0⁽²⁾	D
Restricted Stock Units	04/01/2020	04/02/2028	Common Stock	2,370⁽⁴⁾	0⁽²⁾	D

Explanation of Responses:

1. The restricted stock units ("RSUs") represent the time-based portion of the 2016-2017 Long-Term Incentive Plan award to the Reporting Person. The RSUs vest on April 1, 2019.

2. Each RSU, as defined in the Company's 2016 Incentive Compensation Plan, represents a contingent right to receive one share of DXLG common stock.

3. The RSUs represent the time-based portion of the 2017-2018 Long-Term Incentive Plan award to the Reporting Person. The RSUs vest on April 1, 2019 and April 1, 2020.

4. The RSUs represent the performance-based portion of the 2016-2017 Long-Term Incentive Plan award to the Reporting Person. The RSUs vest on August 31, 2018.

Remarks:

	Allison Surette	05/21/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

        EXHIBIT 24



           CONFIRMING STATEMENT





 This Statement confirms that the undersigned, Allison Surette

has authorized and designated David A. Levin and Robert S. Molloy

to execute and file on the undersigned's behalf all Forms 3, 4 and 5

(including any amendments thereto) that the undersigned may be required

to file with the United States Securities and Exchange Commission as a

result of the undersigned's ownership of or transactions in securities of

Destination XL Group, Inc.  The authority of David A. Levin and

Robert S. Molloy under this Statement shall continue until the

undersigned is no longer required to file Forms 3, 4 and 5 with regard to

the undersigned's ownership of or transactions in the securities of

Destination XL Group, Inc., unless earlier revoked in writing.  The

undersigned acknowledges that David A. Levin and Robert S. Molloy are

not assuming any of the undersigned's responsibilities to comply with

Section 16 of the Securities Exchange Act of 1934.





Date: May 17, 2018   By:   /s/ Allison Surette

     Name: ALLISON SURETTE





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