DESTINATION XL GROUP, INC. — Director's Dealing 2013

May 30, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DESTINATION XL GROUP, INC. (DXLG)
CIK: 0000813298
Period of Report: 2013-05-28

Reporting Person: Schmitz Peter E. (SVP,Real Estate & Store Devel.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-28	Common Stock, $0.01 par value	A	76388	—	Acquired	97364	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-28	Non-Qualified Stock Option (Right to buy)	$5.04	A	22783	Acquired	2023-05-28	Common Stock (22783)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	7064	Indirect

Footnotes

F1: Represents a grant of restriced stock of which 50% of the shares vest over time and 50% of the shares vest upon achievement of certain performance criteria. The shares subject to time-based vesting vest 20% on January 31, 2015; 40% on Janaury 30, 2016 and 40% on January 28, 2017.

F2: The Option vests 20% on January 31, 2015; 40% on January 30, 2016 and 40% on January 28, 2017.