UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): July 6, 2005
CITI TRENDS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
333-123028 52-2150697
(Commission File Number) (IRS Employer Identification No.)
102 Fahm Street, Savannah, Georgia 31401
(Address of Principal Executive Offices) (Zip Code)
(912) 236-1561
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02. Results of Operations and Financial Condition.
Pursuant to the decision by Citi Trends, Inc., a Delaware corporation
(the "Company"), to release sales results on a monthly as well as on a quarterly
basis, the Company is disclosing historical unaudited monthly sales results for
the first quarter of fiscal 2005 as disclosed in a press release issued by the
Company on July 6, 2005.
The historical unaudited monthly sales results for the first quarter of
fiscal 2005 are attached to this Current Report on Form 8-K (this "Current
Report") as Exhibit 99.1 and the contents of which are incorporated herein
solely for purposes of this Item 2.02 disclosure.
In accordance with General Instruction B.2. of Form 8-K, the
information in this Current Report, including the exhibit, is being furnished
and shall not be deemed "Filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
such section. The information in this Current Report, including the exhibit,
shall not be incorporated by reference in any filing under the Securities Act of
1933, as amended, or the Exchange Act except as shall be expressly set forth by
specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(C) Exhibits
Exhibit No. Description
99.1. Schedule of Monthly Sales Results for the
first quarter of fiscal 2005
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
CITI TRENDS, INC
(Registrant)
Date: July 8, 2005 By: /s/ Thomas W. Stoltz
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Thomas W. Stoltz
Chief Financial Officer
2
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Exhibit Index
Exhibit No. Description
99.1. Schedule of Monthly Sales Results for the first quarter of
fiscal 2005