الإحصائيات الأساسية
| CIK | 1668010 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Digital Brands Group, Inc.
SEC Filings (Chronological Order)
توفر هذه الصفحة قائمة كاملة ومرتبة ترتيبًا زمنيًا لتصريحات هيئة الأوراق المالية والبورصات، باستثناء تصريحات الملكية التي نقدمها في مكان آخر.
| August 13, 2025 |
Form of Placement Agency Agreement Exhibit 10.2 PLACEMENT AGENCY AGREEMENT August 8, 2025 PERSONAL AND CONFIDENTIAL Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Attention: John Hilburn Davis IV, Chief Executive Officer Dear Mr. Davis: This agreement (the “Agreement”) constitutes the agreement between RBW Capital Partners LLC (together with its affiliates “RBW”), a division of Dawson James Securities, Inc., or anot |
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| August 13, 2025 |
Form of Securities Purchase Agreement Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is entered into and made effective as of August 8, 2025, by and among Digital Brands Group, Inc., a Delaware corporation (the “Company”), each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). RECITALS WHERE |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): August 13, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| August 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRANDS GROUP, IN |
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| August 13, 2025 |
Certificate of Designations, Preferences and Rights of the Series D Convertible Preferred Stock Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF THE SERIES D CONVERTIBLE PREFERRED STOCK OF DIGITAL BRANDS GROUP, INC. pursuant to section 151(g) of the delaware General Corporation law The undersigned, John Hilburn Davis, IV, the Chief Executive Officer of Digital Brands Group, Inc. (the “Corporation”), a Delaware corporation, hereby does certify: That pursuant to the authority |
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| August 13, 2025 |
Form of Registration Rights Agreement Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 8, 2025 between Digital Brands Group, Inc., a Delaware corporation (the “Company”), and each purchaser appearing on the signature page to the Purchase Agreement (as defined below) (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). WHEREAS, th |
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| July 24, 2025 |
Exhibit 10.1 EXCLUSIVE PRIVATE LABEL MANUFACTURING AGREEMENT This Exclusive Private Label Manufacturing Agreement (“Agreement”) is entered into as of July 16, 2025 (the “Effective Date”) by and between Digital Brands Group, Inc., a Delaware corporation (“Manufacturer” or “DBGI”), and AAA Tuscaloosa, LLC, an Alabama limited liability company(“Client”). Manufacturer and Client may be referred to ind |
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| July 24, 2025 |
Exhibit 10.2 EXCLUSIVE PRIVATE LABEL MANUFACTURING AGREEMENT This Exclusive Private Label Manufacturing Agreement (“Agreement”) is entered into as of July 16, 2025 (the “Effective Date”) by and between Digital Brands Group, Inc., a Delaware corporation (“Manufacturer” or “DBGI”), and Traffic Holdco, LLC, a Delaware limited liability company(“Client”). Manufacturer and Client may be referred to ind |
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| July 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 21, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissio |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRANDS GROUP, I |
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| April 11, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 8, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incor |
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| April 11, 2025 |
Exhibit 99.1 December 31, Pro Forma Note As Adjuststed December 31, 2024 Adjustments Reference 2024 Stockholders’ equity: Undesignated preferred stock, $0.0001 par, 10,000,000 shares authorized, 0 shares issued and outstanding as of both December 31, 2024 and December 31, 2023 - - Series A convertible preferred stock, $0.0001 par, 6,300 shares designated, 6,300 shares issued and outstanding as of |
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| April 9, 2025 |
Code of Ethics and Business Conduct. Exhibit 14.1 DIGITAL BRANDS GROUP, INC. Code of Ethics and Business Conduct Effective May 18, 2021 1. Introduction 1.1 The Board of Directors of Digital Brands Group, Inc. (together with its subsidiaries, the “Company”) has adopted this Code of Ethics and Business Conduct (the “Code”) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflict |
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| April 9, 2025 |
Exhibit 99.1 December 31, Pro Forma Note As Adjuststed December 31, 2024 Adjustments Reference 2024 Stockholders’ equity: Undesignated preferred stock, $0.0001 par, 10,000,000 shares authorized, 0 shares issued and outstanding as of both December 31, 2024 and December 31, 2023 - - Series A convertible preferred stock, $0.0001 par, 6,300 shares designated, 6,300 shares issued and outstanding as of |
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| April 9, 2025 |
Exhibit 97.1 |
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| April 9, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 9, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissio |
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| April 9, 2025 |
Exhibit 4.29 DESCRIPTION OF SECURITIES The following summary description sets forth some of the general terms and provisions of our capital stock. Because this is a summary description, it does not contain all of the information that may be important to you. For a more detailed description of our capital stock, you should refer to the applicable provisions of the General Corporation Law of the Sta |
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| April 9, 2025 |
Exhibit 19.1 Adopted May 18, 2021 DIGITAL BRANDS GROUP, INC. INSIDER TRADING POLICY Introduction Many of you have access to material non-public information about us and our subsidiaries or about our business (including information about other companies with which we do or may do business). The purchase or sale of securities while possessing or being aware of material non-public information, typica |
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| April 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRANDS GROUP, INC. ( |
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| April 2, 2025 |
Exhibit 10.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (this “Agreement”) is entered into as of April 1, 2025 (the “Effective Date”) by and between (i) Digital Brands Group, Inc., a Delaware corporation (the “Buyer”), and (ii) Open Daily Technologies Inc., a British Columbia company (the “Seller”). Each of the Buyer and Seller may be referred to herein collectively as the “Parties” an |
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| April 2, 2025 |
Exhibit 99.1 Digital Brands Group Inc. Acquires Assets of Open Daily Technologies Inc., a Virtual Shopping Innovation Company Austin, Texas – April 2, 2025 – Digital Brands Group, Inc. (OTC Markets: DBGI), a publicly traded company specializing in eCommerce and Fashion, today announced that it has acquired the assets of Open Daily Technologies Inc. (“Open Daily”), a company pioneering virtual shop |
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| April 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 1, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissio |
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| March 31, 2025 |
DIGITAL BRANDS GROUP, INC. (Name of Registrant as Specified in Charter) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| March 11, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): March 11, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissi |
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| March 11, 2025 |
Unaudited Pro Forma Condensed Balance Sheet of Digital Brands Group, Inc. (1) Exhibit 99.1 Unaudited Pro Forma Condensed Balance Sheet of Digital Brands Group, Inc. (1) September 30, 2024 Pro Forma Adjustments Note Reference As Adjusted September 30, 2024 Stockholders’ equity: Undesignated preferred stock, $0.0001 par, 10,000,000 shares authorized, 0 shares issued and outstanding as of both September 30, 2024 and December 31, 2023 - - - Series A convertible preferred stock, |
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| February 20, 2025 |
Digital Brands Group Submits an Application to Uplist to a National Securities Exchange Exhibit 99.1 Digital Brands Group Submits an Application to Uplist to a National Securities Exchange Austin, TX - February 20, 2025 - Digital Brands Group, Inc. (“Digital Brands Group”) (OTC Pink: DBGI), a curated collection of luxury lifestyle, digital-first brands, announced today that it has submitted an application to list its common stock on a national securities exchange. “We believe that an |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 20, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| February 18, 2025 |
Exhibit 10.1 FORM OF SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2025, between Digital Brands Group Inc., a company incorporated under the laws of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, sub |
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| February 18, 2025 |
Form of Placement Agent Warrant Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| February 18, 2025 |
Filed Pursuant to Rule 424(b)(4) Registration No. 333-284508 PROSPECTUS Digital Brands Group, Inc. 11,365,340 Units, each consisting of One Share of Common Stock or One Pre-Funded Warrant to Purchase One Share of Common Stock and Two Warrants to Purchase One Share of Common Stock 11,239,805 Shares of Common Stock Underlying the Pre-Funded Warrants 22,730,680 Shares of Common Stock Underlying the W |
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| February 18, 2025 |
Exhibit 1.1 Placement Agency Agreement February 13, 2025 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Attention: John Hilburn Davis IV, Chief Executive Officer Ladies and Gentlemen: This letter agreement (the “Agreement”) constitutes the agreement between RBW Capital Partners LLC acting through Dawson James Securities, Inc. (the “Placement Agent”) and Digital Brands Group, Inc., |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 13, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| February 14, 2025 |
Exhibit 99.1 DBGI Announces Pricing of $7.5 Million Public Offering of Units of Common Stock and/or Pre-Funded Warrants and Warrants Austin, TX – February 13, 2025 - Digital Brands Group, Inc. (“DBG”) (Trading Symbol: DBGI), a curated collection of luxury lifestyle brands, announces the pricing of its public offering of an aggregate of 11.36 million units, of which each unit includes a share of co |
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| February 14, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 13, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| February 7, 2025 |
February 7, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 (Registration No. 333-284508) - Concurrence in Acceleration Request Ladies and Gentlemen: RBW Capital Partners LLC (“RBW”), acting through Dawson James Securities, Inc. (“Dawson”), solely acting as placement agent on |
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| February 7, 2025 |
Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 February 7, 2025 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 CIK No. 0001668010 File No. 333-284508 Ladies and Gentlemen: In accordance with Rule 461 of the Securities Act of 1933, a |
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| January 27, 2025 |
As filed with the U.S. Securities and Exchange Commission on January 24, 2025 As filed with the U.S. Securities and Exchange Commission on January 24, 2025 Registration No. 333 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 5699 46-1942864 (State or other jurisdiction of incorporation or organiza |
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| January 27, 2025 |
Form Placement Agency Agreement Exhibit 1.1 Form of Placement Agency Agreement January , 2025 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Attention: John Hilburn Davis IV, Chief Executive Officer Ladies and Gentlemen: This letter agreement (the “Agreement”) constitutes the agreement between RBW Capital Partners LLC acting through Dawson James Securities, Inc. (the “Placement Agent”) and Digital Brands Group, I |
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| January 27, 2025 |
Exhibit 4.35 FORM OF COMMON SHARE PURCHASE WARRANT DIGITAL BRANDS GROUP, INC. Warrant Shares: [•] Issue Date: [•], 2025 This COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after [•], 2025 (the “Initial E |
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| January 27, 2025 |
List of Subsidiaries of Digital Brands Group Inc. Exhibit 21.1 List of Subsidiaries of Digital Brands Group, Inc. Entity Name Place of Organization Bailey 44, LLC* Delaware Mosbest, LLC dba Stateside* California Sunnyside, LLC dba Sundry* California * 100% owned subsidiary of Digital Brands Group, Inc. |
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| January 27, 2025 |
Form of Placement Agent Warrant Exhibit 4.36 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| January 27, 2025 |
Exhibit 4.34 FORM OF PRE-FUNDED COMMON SHARES PURCHASE WARRANT DIGITAL BRANDS GROUP INC. Warrant Shares: [] Initial Exercise Date: [●], 2025 THIS PRE-FUNDED COMMON SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| January 27, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| January 27, 2025 |
Form of Securities Purchase Agreement Exhibit 10.58 FORM OF SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2025, between Digital Brands Group Inc., a company incorporated under the laws of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, su |
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| January 23, 2025 |
Promissory Note issued by the Company to 1800 Diagonal, dated January 16, 2025 Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 16, 2025, by and between DIGITAL BRANDS GROUP, INC., a Delaware corporation, with its address at 1400 Lavaca Street, Austin, TX 78701 (the “Company”), and 1800 DIAGONAL LENDING LLC, a Virginia limited liability company, with its address at 1800 Diagonal Road, Suite 623, Alexandria V |
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| January 23, 2025 |
Pre-Funded Warrant issued by the Company to MavDB, dated as of January 21, 2025 Exhibit 4.1 FORM OF PRE-FUNDED COMMON SHARES PURCHASE WARRANT DIGITAL BRANDS GROUP INC. Warrant Shares: 2,068,965 Initial Exercise Date: January 21, 2025 THIS PRE-FUNDED COMMON SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, MavDB Consulting LLC, a limited liability company organized under the laws of the Commonwealth of Puerto Rico, or its assigns (the “Holder”) is ent |
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| January 23, 2025 |
Securities Purchase Agreement between the Company and 1800 Diagonal, dated as of January 16, 2025 Exhibit 10.1 THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR (B) AN |
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| January 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 16, 2025 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| January 23, 2025 |
Vendor Agreement between the Company and MavDB, dated as of January 21, 2025 Exhibit 10.3 VENDOR AGREEMENT This vendor agreement (the “Agreement”) is made as of January 21 , 2025 (the “Effective Date”), by and between MavDB Consulting LLC, a limited liability company organized under the laws of the Commonwealth of Puerto Rico (the “Vendor”) and Digital Brands Group, Inc, a Delaware corporation (OTC: DBGI) (“Client”, and collectively with the Vendor, the “Parties”), in orde |
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| January 23, 2025 |
Promissory Note issued by the Company to Bartch, dated January 22, 2025 Exhibit 10.4 NEITHER THE ISSUANCE NOR SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR |
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| December 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 16, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 16, 2024 |
DBG Provides Shareholder Update Exhibit 99.1 DBG Provides Shareholder Update Improvement in Financial Condition Allows Focus on Revenue Growth Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, is pleased to provide an update to its shareholders regarding recent activities and future initiatives for growth as detailed below. Benefits to Net Income and Shareholder Equit |
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| December 16, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 16, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 13, 2024 |
Certificate of Amendment dated December 9, 2024 Exhibit 3.1 |
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| December 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 13, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 12, 2024 |
Exhibit 99.1 DBG Announces First 45 Day Results with VAYNERCOMMERCE resulting in a 224% increase in digital revenue Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces the first 45 day results since it entered into a marketing partnership on October 21, 2024, with VAYNERCOMMERCE, https://vaynercommerce.com/. VAYNERCOMMERCE |
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| December 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 12, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 11, 2024 |
Digital Brands Announces 1-for-50 Reverse Stock Split Exhibit 99.1 Digital Brands Announces 1-for-50 Reverse Stock Split Austin, TX, Dec. 11, 2024 — Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces that it will effectuate a 1-for-50 reverse split (the “Reverse Split”) of its common stock that will become effective on December 13, 2024. The Company expects that the reverse stock split |
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| December 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 11, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 5, 2024 |
DBG Partners with VAYNERCOMMERCE to Launch AVO on Tik Tok Shop & Tik Tok Live Exhibit 99.1 DBG Partners with VAYNERCOMMERCE to Launch AVO on Tik Tok Shop & Tik Tok Live Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces that it has partnered with VAYNERCOMMERCE to launch AVO on Tik Tok Shop and Tik Tok Live. Digital Brands Group will leverage the studios and influencer talent that VAYNERCOMMERCE ha |
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| December 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 5, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| December 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 2, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| December 2, 2024 |
Up to $745,000 of Shares DIGITAL BRANDS GROUP, INC. Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-266486 Prospectus Supplement No. 3 (To Prospectus Dated September 9, 2022) Up to $745,000 of Shares DIGITAL BRANDS GROUP, INC. Common Stock This prospectus supplement amends and supplements the information in our prospectus, dated September 9, 2022 (the “Prospectus”), and the prospectus supplements, dated December 27, 2023 (the “Prospectus Supp |
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| November 22, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 20, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| November 20, 2024 |
Exhibit 99.1 DBG Partners with LTK, a Large Influencer Platform, Receiving Strong Interest from Influencers With First Influencer Videos Launching Next Week Austin, TX November 20, 2024 — Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces that it has partnered with LTK, one of the largest domestic full service influencer platforms. S |
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| November 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 20, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| November 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment No. 1) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRANDS GROU |
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| November 14, 2024 |
DIGITAL BRANDS GROUP, INC STATEMENT OF OPERATIONS Exhibit 99.1 Digital Brands Group Reports Third Quarter 2024 Financial Results Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today reported financial results for its third quarter ended September 30, 2024. “Our third quarter was the last quarter we significantly focused on paying down debt and liabilities given the so |
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| November 14, 2024 |
Results of Operations and Financial Condition, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 14, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| November 13, 2024 |
Digital Brands Group to Report Third Quarter 2024 Financial Results on Thursday, November 14, 2024 Exhibit 99.1 Digital Brands Group to Report Third Quarter 2024 Financial Results on Thursday, November 14, 2024 Austin, TX – November 13, 2024—Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, will report financial results for the third quarter ended September 30, 2024 on Thursday, November 14, 2024 at 4:30 p.m. ET. Management will h |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 13, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| November 13, 2024 |
Exhibit 99.1 DBG Announces Marketing Partnership with VAYNERCOMMERCE, already resulting in a 34% increase in digital revenue and a 7% Increase in Average Order Volume Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces that it entered into a marketing partnership on October 21, 2024, with VAYNERCOMMERCE, https://vaynercomm |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 13, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| November 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 1, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| November 7, 2024 |
DBG Pays Off $1.3 Million in Convertible Notes, which Retires All of the Company’s Convertible Notes Exhibit 99.1 DBG Pays Off $1.3 Million in Convertible Notes, which Retires All of the Company’s Convertible Notes Austin, TX — November 7, 2024 — Digital Brands Group, Inc. (“DBG” or “Company”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces that it has paid off $1.3 million in outstanding convertible notes (the “Remaining Convertible Notes”). As a result of this p |
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| November 7, 2024 |
Exhibit 10.1 AMENDMENT #2 TO THE SETTLEMENT AGREEMENT THIS AMENDMENT #2 to the Agreement (as defined below) (the “Amendment”) is entered into on November 1, 2024, and made effective as of October 31, 2024 (the “Effective Date”), by and between DIGITAL BRANDS GROUP, INC., a Delaware corporation (the “Company”), and (the “Holder”) (collectively the “Parties”). BACKGROUND A. The Company and Holder ar |
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| November 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 5, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| November 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 28, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| October 31, 2024 |
Exhibit 1.1 Placement Agency Agreement October 28, 2024 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Attention: John Hilburn Davis IV, Chief Executive Officer Ladies and Gentlemen: This letter agreement (the “Agreement”) constitutes the agreement between RBW Capital Partners LLC acting through Dominari Securities LLC (the “Placement Agent”) and Digital Brands Group, Inc., a compa |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 28, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| October 30, 2024 |
Filed Pursuant to Rule 424(b)(4) Registration No. 333-282047 PROSPECTUS Digital Brands Group, Inc. 6,233,650 Shares of Common Stock, 24,109,350 Pre-Funded Warrants to Purchase 24,109,350 Shares of Common Stock, and 24,109,350 Shares of Common Stock Underlying the Pre-Funded Warrants We are offering 6,233,650 shares of common stock, par value $0.0001 per share (the “Common Stock”) on a best-efforts |
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| October 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 28, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commis |
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| October 29, 2024 |
DBGI Announces Pricing of $3 Million Public Offering of Common Stock and/or Pre-Funded Warrants Exhibit 99.1 DBGI Announces Pricing of $3 Million Public Offering of Common Stock and/or Pre-Funded Warrants Austin, TX – October 28, 2024 — Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, announces the pricing of its public offering of an aggregate of 30 million shares of common stock and/or pre-funded warrants to purchase common stock at a publ |
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| October 24, 2024 |
October 24, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 (Registration No. 333-282047) - Concurrence in Acceleration Request Ladies and Gentlemen: RBW Capital Partners LLC (“RBW”), acting through Dominari Securities LLC (“Dominari”), solely acting as placement agent on a b |
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| October 24, 2024 |
As filed with the U.S. Securities and Exchange Commission on October 23, 2024 As filed with the U.S. Securities and Exchange Commission on October 23, 2024 Registration No. 333-282047 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 2 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 5699 46-1942864 (State or other j |
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| October 24, 2024 |
Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 October 24, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 CIK No. 0001668010 File No. 333-282047 Ladies and Gentlemen: In accordance with Rule 461 of the Securities Act of 1933, a |
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| October 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| October 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 7, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| October 15, 2024 |
October 15, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Withdrawal of Acceleration Request for Registration Statement on Form S-1 File No. 333-282047 Ladies and Gentlemen: Reference is made to our letter, dated October 11, 2024, in which we requested acceleration of the effective dat |
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| October 15, 2024 |
Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 October 15, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Withdrawal of Acceleration Request for Registration Statement on Form S-1 CIK No. 0001668010 File No. 333-282047 Ladies and Gentlemen: Reference is made to our lette |
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| October 11, 2024 |
October 11, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 (Registration No. 333-282047) - Concurrence in Acceleration Request Ladies and Gentlemen: RBW Capital Partners LLC (“RBW”), acting through Dominari Securities LLC (“Dominari”), solely acting as placement agent on a b |
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| October 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| October 11, 2024 |
Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 October 11, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 CIK No. 0001668010 File No. 333-282047 Ladies and Gentlemen: In accordance with Rule 461 of the Securities Act of 1933, a |
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| October 7, 2024 |
Exhibit 4.32 FORM OF PRE-FUNDED COMMON SHARES PURCHASE WARRANT DIGITAL BRANDS GROUP INC. Warrant Shares: [] Initial Exercise Date: [●], 2024 THIS PRE-FUNDED COMMON SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or |
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| October 7, 2024 |
Form Placement Agency Agreement Exhibit 1.1 Form of Placement Agency Agreement October , 2024 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Attention: John Hilburn Davis IV, Chief Executive Officer Ladies and Gentlemen: This letter agreement (the “Agreement”) constitutes the agreement between RBW Capital Partners LLC acting through Dominari Securities LLC (the “Placement Agent”) and Digital Brands Group, Inc., a |
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| October 7, 2024 |
Form of Securities Purchase Agreement Exhibit 10.48 FORM OF SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of [●], 2024, between Digital Brands Group Inc., a company incorporated under the laws of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, su |
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| October 7, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| October 7, 2024 |
As filed with the U.S. Securities and Exchange Commission on October 7, 2024 As filed with the U.S. Securities and Exchange Commission on October 7, 2024 Registration No. 333-282047 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 5699 46-1942864 (State or other ju |
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| October 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): October 2, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| October 4, 2024 |
Exhibit 10.1 FORM OF AMENDMENT #1 TO THE SETTLEMENT AGREEMENT THIS AMENDMENT #1 to the Agreement (as defined below) (the “Amendment”) is entered into on October 3, 2024, and made effective as of September 30, 2024 (the “Effective Date”), by and between DIGITAL BRANDS GROUP, INC., a Delaware corporation (the “Company”), and (the “Holder”) (collectively the “Parties”). BACKGROUND A. The Company and |
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| September 11, 2024 |
List of Subsidiaries of Digital Brands Group Inc. Exhibit 21.1 List of Subsidiaries of Digital Brands Group, Inc. Entity Name Place of Organization Bailey 44, LLC* Delaware Mosbest, LLC dba Stateside* California Sunnyside, LLC dba Sundry* California * 100% owned subsidiary of Digital Brands Group, Inc. |
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| September 11, 2024 |
As filed with the U.S. Securities and Exchange Commission on September 11, 2024 As filed with the U.S. Securities and Exchange Commission on September 11, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 5699 46-1942864 (State or other jurisdiction of incorporation or organ |
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| September 11, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| September 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): September 4, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| September 4, 2024 |
DIGITAL BRANDS GROUP, INC. COMMON STOCK, $0.0001 PAR VALUE 687,541 SHARES As Filed Pursuant to Rule 424(b)(3) Registration No. 333-274563 PROSPECTUS DIGITAL BRANDS GROUP, INC. COMMON STOCK, $0.0001 PAR VALUE 687,541 SHARES This prospectus relates to the resale, from time to time, of up to 687,541 shares of our common stock, par value $0.0001 per share (“Common Stock”), by the selling stockholders named herein. On or around August 31, 2023, we entered into a securities p |
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| September 4, 2024 |
DBG Announces Launch of AVO, A New Direct-To-Consumer Brand, After Successful Beta Test Exhibit 99.1 DBG Announces Launch of AVO, A New Direct-To-Consumer Brand, After Successful Beta Test Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle brands, today announces the launch of AVO a new direct-to-consumer (DTC) brand (https://shopavo.la/). As other premium brands have increased retail prices due to inflation, the Company believes a |
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| August 21, 2024 |
As filed with the Securities and Exchange Commission on August 20, 2024 As filed with the Securities and Exchange Commission on August 20, 2024 Registration No. |
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| August 20, 2024 |
DIGITAL BRANDS GROUP, INC STATEMENT OF OPERATIONS Exhibit 99.1 Digital Brands Group Reports Second Quarter 2024 Financial Results Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today reported financial results for its second quarter ended June 30, 2024. “The company paid off over $5.0 million in debt and other liabilities during the first half of this year. The Compan |
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| August 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): August 19, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| August 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRANDS GROUP, IN |
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| August 14, 2024 |
DIGITAL BRANDS GROUP, INC. (Name of Registrant as Specified in Charter) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| August 2, 2024 |
DBG Announces Successful Launch of its New DTC Strategy DSTLD Orders Rise 144% Since June Launch EX-99.1 2 ex99-1.htm Exhibit 99.1 DBG Announces Successful Launch of its New DTC Strategy DSTLD Orders Rise 144% Since June Launch Austin, TX— Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announces a successful launch of its new DTC strategy. The new strategy focuses on driving significant customer value through discounts |
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| August 2, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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 30, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissio |
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| June 13, 2024 |
DIGITAL BRANDS GROUP, INC. COMMON STOCK, $0.0001 PAR VALUE 2,132,581 SHARES As Filed Pursuant to Rule 424(b)(3) Registration No. 333-279934 PROSPECTUS DIGITAL BRANDS GROUP, INC. COMMON STOCK, $0.0001 PAR VALUE 2,132,581 SHARES This prospectus relates to the resale, from time to time, of up to 2,132,581 shares of our common stock, par value $0.0001 per share (“Common Stock”), by the selling stockholders named herein. On May 3, 2024, we entered into an inducement offer to e |
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| June 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): June 3, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commission |
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| June 7, 2024 |
Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 June 7, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Attn: Ms. Rebekah Reed Re: Digital Brands Group, Inc. Registration Statement on Form S-3 (File No. 333-279934) Acceleration Request Requested Date: June 11, 2024 Requested T |
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| June 4, 2024 |
As filed with the Securities and Exchange Commission on June 4, 2024 As filed with the Securities and Exchange Commission on June 4, 2024 Registration No. |
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| June 4, 2024 |
Exhibit 107 CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered(1) Proposed maximum offering price per unit(2) Proposed maximum aggregate offering price Fee Rate Amount of registration fee Common Stock, par value $0. |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL |
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| June 3, 2024 |
Exhibit 4.29 DESCRIPTION OF CAPITAL STOCK Authorized and Outstanding Capital Stock Our authorized capital stock consists of 1,000,000,000 shares of common stock, $0.0001 par value per share, of which 578,502 shares are issued and outstanding as of September 14, 2023 (excluding the Pre-Funded Warrants) and 10,000,000 shares of preferred stock, $0.0001 par value per share, of which 6,300 shares of S |
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| May 29, 2024 |
Exhibit 10.1 SETTLEMENT AND MUTUAL RELEASE AGREEMENT THIS SETTLEMENT AND MUTUAL RELEASE AGREEMENT (the “Agreement”) dated as of May 24, 2024 (the “Effective Date”), is made by and between DIGITAL BRANDS GROUP, INC., a Delaware corporation (the “Company”) and (the “Investor”) (together with the Company, the “Parties” and each a “Party”). WHEREAS, on or around April 7, 2023, the Company entered into |
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| May 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 24, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commission |
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| May 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 21, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commission |
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| May 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRANDS GROUP, I |
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| May 15, 2024 |
DIGITAL BRANDS GROUP, INC. (Name of Registrant as Specified in Charter) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0058 Washington, D. |
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| May 7, 2024 |
Exhibit 10.1 Digital Brands Group, Inc. May 3, 2024 Holder of Common Stock Purchase Warrants issued in September 2023 Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder: Digital Brands Group, Inc., a Delaware corporation (the “Company”) is pleased to offer to you (“Holder”, “you” or similar terminology) (i) the opportunity to receive new warrants to purchase shares of the |
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| May 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 3, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commission |
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| May 7, 2024 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 7, 2024 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-274563 Prospectus Supplement No. 1 (To Prospectus Dated September 25, 2023) DIGITAL BRANDS GROUP, INC. 1,027,750 Shares of Common Stock issuable upon exercise of Common Stock Warrants This prospectus supplement (the “Supplement”) amends and supersedes certain information in our prospectus, dated September 25, 2023 (the “Prospectus”), which was |
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| May 7, 2024 |
DBGI Announces Closing of Exercise of Warrants for $3.2 Million in Gross Proceeds Exhibit 99.1 DBGI Announces Closing of Exercise of Warrants for $3.2 Million in Gross Proceeds Austin, TX—May 7, 2024—Digital Brands Group, Inc. (“we”, “us”, “DBG” or the “Company”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced the closing of its previously announced exercise in cash of certain outstanding warrants to purchase an aggregate of 1,027 |
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| May 7, 2024 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 7, 2024 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| May 3, 2024 |
DBGI Announces Exercise of Warrants for $3.2 Million in Gross Proceeds Exhibit 99.1 DBGI Announces Exercise of Warrants for $3.2 Million in Gross Proceeds Austin, TX—May 3, 2024—Digital Brands Group, Inc. (“we”, “us”, “DBG” or the “Company”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced the entry into a definitive agreement for the immediate exercise in cash of certain outstanding warrants to purchase an aggregate of |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 30, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissi |
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| May 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): May 3, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commission |
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| May 3, 2024 |
Exhibit 10.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR |
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| April 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): April 22, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commissi |
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| April 15, 2024 |
Exhibit 10.42 B-1 APPENDIX B FORM OF 30% OID PROMISSORY NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS [CONVERTIBLE/EXERCISABLE] HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY |
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| April 15, 2024 |
Exhibit 10.44 B-1 APPENDIX B FORM OF 30% OID PROMISSORY NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS [CONVERTIBLE/EXERCISABLE] HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY |
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| April 15, 2024 |
Exhibit 10.43 B-1 APPENDIX B FORM OF 30% OID PROMISSORY NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS [CONVERTIBLE/EXERCISABLE] HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY |
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| April 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BRAN |
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| April 15, 2024 |
Exhibit 10.41 B-1 APPENDIX B FORM OF 30% OID PROMISSORY NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS [CONVERTIBLE/EXERCISABLE] HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY |
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| April 15, 2024 |
Exhibit 10.40 B-1 APPENDIX B FORM OF 30% OID PROMISSORY NOTE NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS [CONVERTIBLE/EXERCISABLE] HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND, ACCORDINGLY, MAY |
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| April 12, 2024 |
Up to $2,153,000 of Shares DIGITAL BRANDS GROUP, INC. Common Stock Filed pursuant to Rule 424(b)(5) Registration No. 333-266486 Prospectus Supplement No. 2 (To Prospectus Dated September 9, 2022) Up to $2,153,000 of Shares DIGITAL BRANDS GROUP, INC. Common Stock This prospectus supplement amends and supplements the information in our prospectus, dated September 9, 2022 (the “Prospectus”), and the prospectus supplement, dated December 27, 2023 (the “Prospectus Sup |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 DIGITAL BRANDS GROUP, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 DIGITAL BRANDS GROUP, INC. FORM 12b-25 SEC FILE NUMBER 001-40400 NOTIFICATION OF LATE FILING CUSIP NUMBER 25401N309 (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form 10-D ¨ Form N-SAR ¨ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transitio |
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| February 13, 2024 |
DBGI Reaffirms its 2024 Guidance and Commits to No Equity Offerings for 2024 Exhibit 99.1 DBGI Reaffirms its 2024 Guidance and Commits to No Equity Offerings for 2024 Austin, TX—Digital Brands Group, Inc. (“we”, “us”, “DBG”or the “Company”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, announced today that it is re-affirming its fiscal year 2024 forecast of $27 million to $30 million in revenue, $6 million to $7 million in internal free ca |
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| February 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): February 13, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| January 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) January 18, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| January 18, 2024 |
DBG Plans to Open 50 Retail Stores Over Next Several Years Funded By Internal Free Cash Flow Exhibit 99.1 DBG Plans to Open 50 Retail Stores Over Next Several Years Funded By Internal Free Cash Flow DBG forecasts over $1.5 million per store or $75 million annually in revenues over entire store fleet Austin, TX- Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announces that it plans to open 50 retail stores over the n |
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| January 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) January 16, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| January 16, 2024 |
Digital Brands Group Signs Letter of Intent to Open First Retail Store in March Exhibit 99.1 Digital Brands Group Signs Letter of Intent to Open First Retail Store in March DBG forecasts the store to generate over $1.5 million in annual revenue and $500,000 in annual cash flow Austin, TX- Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announces that is has signed a Letter of Intent to open its first ret |
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| January 4, 2024 |
Exhibit 99.1 Digital Brands Group Forecasts $27M to $30M in Revenue, $6M to $7M in Internal Free Cash Flow and $1.5M to $2.0M in EBITDA for 2024 Austin, TX- Digital Brands Group, Inc. (“DBG”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announces its initial 2024 revenue guidance of $27 million to $30 million, an increase of 70% to 90% from 2023 revenue exp |
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| January 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): January 3, 2024 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commiss |
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| December 28, 2023 |
Exhibit 10.1 AT THE MARKET OFFERING AGREEMENT December 27, 2023 H.C. Wainwright & Co., LLC 430 Park Avenue, 3rd Floor New York, NY 10022 Ladies and Gentlemen: Digital Brands Group, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows: 1. Definitions. The terms that |
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| December 28, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-266486 PROSPECTUS SUPPLEMENT (To Prospectus dated September 9, 2022) DIGITAL BRANDS GROUP, INC. $1,806,937 We have entered into an At-The-Market Offering Agreement for an at-the-market offering (the “ATM Agreement”) with H.C. Wainwright & Co., LLC, as sales agent (“Wainwright”), dated as of December 27, 2023 relating to the |
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| December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 27, 2023 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): December 22, 2023 DIGITAL BRANDS GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 001-40400 46-1942864 (State or other jurisdiction of incorporation) (Commi |
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| December 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) December 4, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commiss |
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| December 7, 2023 |
Exhibit 99.1 Digital Brands Group Announces Conversion of All Remaining Pre-Funded Warrants, Removing Overhang of Shares AUSTIN, Texas, Dec. 4, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBG") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced that all of the the remaining pre-funded warrants related to our August 2023 financing have been converte |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 D |
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| November 9, 2023 |
Digital Brands Group Announces Review of Strategic Alternatives Exhibit 99.1 Digital Brands Group Announces Review of Strategic Alternatives AUSTIN, Texas, Nov. 6, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBG") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced the Board of Directors has unanimously decided to initiate a formal review to explore strategic alternatives for the Company. The comprehensive revie |
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| November 9, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) November 6, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commiss |
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| November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| September 26, 2023 |
TABLE OF CONTENTS Filed Pursuant to Rule424(b)(3) Registration No. 333-274563 Digital Brands Group, Inc. 32,000 Shares of Common Stock 481,875 Shares of Common Stock issuable upon exercise of Pre-funded Warrants and accompanying 513,875 Shares of Common Stock issuable upon exercise of Series A Warrants and 513,875 Shares of Common Stock issuable upon exercise of Series B Warrants 38,541 Shares o |
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| September 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) September 20, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commi |
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| September 22, 2023 |
As Filed with Securities and Exchange Commission on September 21, 2023 As Filed with Securities and Exchange Commission on September 21, 2023 Registration No. |
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| September 22, 2023 |
DIGITAL BRANDS GROUP, INC. 1400 Lavaca Street Austin, Texas 78701 September 22, 2023 DIGITAL BRANDS GROUP, INC. 1400 Lavaca Street Austin, Texas 78701 September 22, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Registration Statement on Form S-1 File Number 333-274563 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, D |
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| September 18, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Digital Brands Group, Inc. |
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| September 18, 2023 |
As Filed with Securities and Exchange Commission on September 18, 2023 Table of Contents As Filed with Securities and Exchange Commission on September 18, 2023 Registration No. |
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| September 18, 2023 |
List of Subsidiaries of the Registrant EXHIBIT 21.1 Subsidiaries of Digital Brands Group, Inc. Name of Subsidiary Jurisdiction of Organization Bailey 44, LLC Delaware Mosbest LLC California Sunnyside, LLC California |
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| September 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) September 10, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commi |
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| September 14, 2023 |
Exhibit 3.1 CANCELLATION OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF DIGITAL BRANDS GROUP, INC. SERIES A PREFERRED STOCK PURSUANT TO SECTION 151(g) OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE The undersigned, John Hilburn Davis IV, being the Chief Executive Officer of DIGITAL BRANDS GROUP, INC., a Delaware corporation (the “Company”) does hereby certify tha |
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| September 14, 2023 |
Exhibit 10.2 STOCK PURCHASE AGREEMENT FURTHER TO DIGITAL BRANDS GROUP, INC. 2023 STOCK PLAN This Stock Purchase Agreement (this “Agreement”) is made as of September 10, 2023, by and between Digital Brands Group, Inc., a Delaware corporation (the “Company"), and (the “Purchaser”), such purchase being made pursuant to an Award granted under the Company’s 2023 Stock Plan. In consideration of the mutu |
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| September 14, 2023 |
Digital Brands Group, Inc. 2023 Stock Plan Exhibit 10.1 DIGITAL BRANDS GROUP, INC. 2023 STOCK PLAN Section 1.PURPOSE OF PLAN The purpose of this Stock Plan (“Plan”) of Digital Brands Group, Inc., a Delaware corporation (the “Company”), is to enable the Company to attract, retain and motivate its employees by providing for or increasing the proprietary interests of such employees in the Company, and to enable the Company and its subsidiarie |
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| September 14, 2023 |
Exhibit 3.2 CANCELLATION OF CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF DIGITAL BRANDS GROUP, INC. SERIES B PREFERRED STOCK PURSUANT TO SECTION 151(g) OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE The undersigned, John Hilburn Davis IV, being the Chief Executive Officer of DIGITAL BRANDS GROUP, INC., a Delaware corporation (the “Company”) does hereby certify tha |
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| September 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) September 1, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commis |
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| September 5, 2023 |
Exhibit 4.4 August 31, 2023 Holder of Warrants to Purchase Common Stock set forth on Exhibit A attached hereto Re: Amendment to Existing Warrants Dear Holder: Reference is hereby made to the private placement offering on or about the date hereof (the “Offering”) by Digital Brands Group, Inc. (the “Company”) of its common stock, par value $0.0001 per share (“Common Stock”), and/or other securities |
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| September 5, 2023 |
Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| September 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) August 31, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commissi |
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| September 5, 2023 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-269463 Prospectus Supplement (To the Prospectus dated February 8, 2023) Digital Brands Group, Inc. 51,086 Shares of Common Stock issuable upon exercise of Common Stock Warrants This prospectus supplement (the “Supplement”) updates, supersedes and amends certain information contained in the prospectus dated February 8, 2023 (the “Prospectus”), r |
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| September 5, 2023 |
Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 Digital Brands Group, Inc. 1400 Lavaca Street Austin, TX 78701 September 5, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Digital Brands Group, Inc. Request for Withdrawal of Registration Statement on Form S-1 File No. 333-272965 Ladies and Gentlemen: Pursuant to Rule 477 of the Securities Act of 1933, as amende |
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| September 5, 2023 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 99.2 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM The Board of Directors and Stockholders Digital Brands Group, Inc. Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of Digital Brands Group, Inc. and subsidiaries (collectively, the “Company”) as of December 31, 2022 and 2021, and the related consolidated statements of |
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| September 5, 2023 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| September 5, 2023 |
DBG Announces $5.0 Million Private Placement Priced At-The-Market under Nasdaq Rules Exhibit 99.1 DBG Announces $5.0 Million Private Placement Priced At-The-Market under Nasdaq Rules AUSTIN, Texas, Aug. 31, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBG" or the “Company”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced that it has entered into definitive agreements for the issuance and sale of 513,875 shares of common stock (or |
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| September 5, 2023 |
DIGITAL BRANDS GROUP, INC. FINANCIAL STATEMENTS JUNE 30, 2023 AND DECEMBER 31, 2022 Exhibit 99.1 DIGITAL BRANDS GROUP, INC. FINANCIAL STATEMENTS JUNE 30, 2023 AND DECEMBER 31, 2022 CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) F-2 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) F-3 CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) (UNAUDITED) F-4 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) F-5 NOTES TO CONDENSED CONSOLIDATED FINAN |
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| September 5, 2023 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| September 5, 2023 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 31, 2023, between Digital Brands Group, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and condi |
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| September 5, 2023 |
Filed pursuant to Rule 424(b)(5) Registration No. 333-268213 Prospectus Supplement (To the Prospectus dated November 29, 2022) Digital Brands Group, Inc. 6,720 Shares of Common Stock and accompanying Class B Warrants to Purchase 6,720 Shares of Common Stock and Class C Warrants to Purchase 6,720 Shares of Common Stock 66,008 Pre-funded Warrants to Purchase 66,008 Shares of Common Stock and accompa |
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| September 5, 2023 |
SUNNYSIDE, LLC, dba Sundry FINANCIAL STATEMENT AS OF AND FOR THE YEAR DECEMBER 31, 2021 Exhibit 99.5 INDEPENDENT AUDITOR’S REPORT – DBBMCKENNON F-2 BALANCE SHEET F-4 STATEMENT OF OPERATIONS F-5 STATEMENT OF MEMBERS’ EQUITY F-6 STATEMENT OF CASH FLOWS F-7 NOTES TO FINANCIAL STATEMENTS F-8 SUNNYSIDE, LLC, dba Sundry FINANCIAL STATEMENT AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2021 F-1 INDEPENDENT AUDITOR’S REPORT To the Members’ of Sunnyside LLC Opinion We have audited the accompanyin |
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| September 5, 2023 |
Exhibit 10.2 EXHIBIT B REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 31, 2023, by and among Digital Brands Group, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the |
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| September 5, 2023 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-269463 DIGITAL BRANDS GROUP, INC. Supplement No. 1 dated September 1, 2023 to Prospectus dated February 8, 2023 This Supplement No. 1 dated September 1, 2023 (this "Supplement") contains information which amends, supplements or modifies certain information contained in the prospectus of Digital Brands Group, Inc., (the "Company", "our", "us" or |
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| September 5, 2023 |
SUNNYSIDE, LLC, DBA SUNDRY UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED DECEMBER 31, 2022 Exhibit 99.4 SUNNYSIDE, LLC, DBA SUNDRY UNAUDITED FINANCIAL STATEMENTS FOR THE PERIOD ENDED DECEMBER 31, 2022 UNAUDITED BALANCE SHEET F-1 UNAUDITED STATEMENT OF OPERATIONS F-2 UNAUDITED STATEMENT OF MEMBERS’ EQUITY F-3 UNAUDITED STATEMENT OF CASH FLOWS F-4 NOTES TO UNAUDITED FINANCIAL STATEMENTS F-5 Sunnyside, LLC, dba Sundry BALANCE SHEET UNAUDITED December 30, 2022 ASSETS Current assets: Cash $ |
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| September 5, 2023 |
Form of Placement Agent Warrant. Exhibit 4.5 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| September 5, 2023 |
Exhibit 99.3 SUNNYSIDE, LLC, DBA SUNDRY UNAUDITED FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021 UNAUDITED BALANCE SHEETS F-1 UNAUDITED STATEMENTS OF OPERATIONS F-2 UNAUDITED STATEMENTS OF MEMBERS’ EQUITY F-3 UNAUDITED STATEMENTS OF CASH FLOWS F-4 NOTES TO UNAUDITED FINANCIAL STATEMENTS F-5 SUNNYSIDE, LLC, DBA SUNDRY BALANCE SHEETS UNAUDITED September 30, 2022 December |
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| September 5, 2023 |
DBG Announces Closing of $5.0 Million Private Placement Priced At-The-Market under Nasdaq Rules Exhibit 99.2 DBG Announces Closing of $5.0 Million Private Placement Priced At-The-Market under Nasdaq Rules AUSTIN, Texas, September 5, 2023 /PRNewswire/ - Digital Brands Group, Inc. (“DBG” or the “Company”) (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced that it has closed its previously announced offering for the issuance and sale of 513,875 share |
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| August 24, 2023 |
As filed with the Securities and Exchange Commission on August 24, 2023 Table of Contents As filed with the Securities and Exchange Commission on August 24, 2023 Registration Statement No. |
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| August 24, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| August 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) August 21, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commissi |
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| August 23, 2023 |
DBGI Announces 1-for-25 Reverse Stock Split Effective August 22, 2023 Exhibit 99.1 DBGI Announces 1-for-25 Reverse Stock Split Effective August 22, 2023 AUSTIN, Texas, August 21, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("we", "us", "DBG" or the "Company") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, announced today that it will effect a 1-for-25 reverse stock split (“Reverse Stock Split”) of its common stock, par value $0.00 |
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| August 23, 2023 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF DIGITAL BRANDS GROUP, INC. (a Delaware corporation) DIGITAL BRANDS GROUP, INC., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is Digital Brands Group, Inc. The original Certificate of Incorporation of t |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) August 15, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commissi |
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| August 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITA |
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| August 21, 2023 |
Digital Brands Group to Report Second Quarter 2023 Financial Results on Thursday, August 17, 2023 Exhibit 99.2 Digital Brands Group to Report Second Quarter 2023 Financial Results on Thursday, August 17, 2023 AUSTIN, Texas, Aug. 15, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBG") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, will report financial results for the second quarter ended June 30, 2023 on Thursday, August 17, 2023 at 9:30 a.m. ET. Management |
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| August 21, 2023 |
DIGITAL BRANDS GROUP, INC STATEMENTS OF CASH FLOW Exhibit 99.1 Digital Brands Group Reports Second Quarter 2023 Financial Results Net Earnings of $5.0 million or $0.38 per diluted share Revenues increased 69.6% to $4.5 million, which excludes the revenue from the Harper & Jones spin out AUSTIN, Texas, Aug. 17, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBG") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, tod |
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| August 14, 2023 |
SEC FILE NUMBER: 001-40400 CUSIP NUMBER: 25401N309 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 4, 2023 |
**Form of Placement Agent Warrants Exhibit 4.30 THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS FOLLOWING [●], 2023, WHICH IS THE COMMENCEMENT OF SALES OF COMMON STOCK IN THE OFFERING: (A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT TO ANYONE OTHER THAN OFFICERS OR PARTNERS OF SPARTAN CAPITAL SECURITIES, L |
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| August 4, 2023 |
As filed with the Securities and Exchange Commission on August 4, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 4, 2023 Registration Statement No. |
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| August 4, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| August 4, 2023 |
**Form of Warrant Agency Agreement Exhibit 4.32 Digital Brands Group, Inc. and VSTOCK TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of August [●], 2023 WARRANT AGENCY AGREEMENT WARRANT AGENCY AGREEMENT, dated as of August [●], 2023 (“Agreement”), between Digital Brands Group, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”). W I T N E S S E T H WHEREAS, pursuant to the |
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| August 4, 2023 |
Exhibit 10.53 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August [], 2023, between Digital Brands Group, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). W |
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| August 4, 2023 |
**Form of Placement Agency Agreement Exhibit 1.1 PLACEMENT AGENCY AGREEMENT August [*], 2023 Spartan Capital Securities LLC 45 Broadway New York, NY 10006 Attention: John Hilburn Davis IV, Chief Executive Officer Dear Mr. Davis: This agreement (the “Agreement”) constitutes the agreement between Spartan Capital Securities, LLC (the “Placement Agent”) and Digital Brands Group, Inc., a Delaware corporation (the “Company”), pursuant to w |
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| August 4, 2023 |
Exhibit 4.31 Form of Pre-Funded Warrant Certificate PRE-FUNDED COMMON STOCK PURCHASE WARRANT DIGITAL BRANDS GROUP, INC. Warrant Shares: Initial Exercise Date: , 2023 This PRE-FUNDED COMMON STOCK PURCHASE WARRANT (this “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set |
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| August 2, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| August 2, 2023 |
As filed with the Securities and Exchange Commission on August 2, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on August 2, 2023 Registration Statement No. |
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| July 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 27, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin |
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| July 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| July 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| July 7, 2023 |
Exhibit 10.1 July 5, 2023 Digital Brands Group, Inc. 4700 South Boyle Avenue Vernon, California 90058 Attn: John Hilburn Davis Re: Extension of Maturity Date Ladies and Gentlemen: Reference is hereby made to that certain Third Amended and Restated Secured Promissory Note of Digital Brands Group, Inc., a Delaware corporation (formerly known as Denim.LA, Inc., the “Company”), in the aggregate princi |
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| July 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 5, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission |
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| June 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) June 28, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission |
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| June 28, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) DIGITAL BRANDS GROUP, INC. |
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| June 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| June 28, 2023 |
Exhibit 16.1 June 27, 2023 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Dear Commissioners: We have read the Change in Certifying Accountant statements made by Digital Brands Group, Inc. (the “Company”) appearing in the Company’s Registration Statement on Form S-1, which we understand will be filed with the Securities and Exchange Commission. We are in agreement with th |
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| June 28, 2023 |
List of Subsidiaries of the Registrant EXHIBIT 21.1 Subsidiaries of Digital Brands Group, Inc. Name of Subsidiary Jurisdiction of Organization Bailey 44, LLC Delaware Mosbest LLC California Sunnyside, LLC California |
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| June 28, 2023 |
Table of Contents As filed with the Securities and Exchange Commission on June 27, 2023 Registration Statement No. |
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| June 27, 2023 |
UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION H& J Settlement Agreement and Disposition of H&J We have been involved in a dispute with the former owners of H&J regarding our obligation to “true up” their ownership interest in our company further to that membership interest purchase agreement dated May 10, 2021 whereby we acquired all of the outstanding membership interests of H&J |
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| June 27, 2023 |
Exhibit 10.2 WAIVER AND AMENDMENT AGREEMENT This Waiver and Amendment Agreement (this “Agreement”) is entered into as of June 21, 2023 (the “Effective Date”), by and among Digital Brands Group, Inc. (the “Company”), Norwest Venture Partners XI, LP (“NVP XI”), and Norwest Venture Partners XII, LP (“NVP XII” and together with NVP XI, the “NVP Parties”). Each of the Company, Norwest Venture Partners |
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| June 27, 2023 |
Exhibit 3.1 DIGITAL BRANDS GROUP, INC. CERTIFICATE OF DESIGNATION OF PREFERENCES, RIGHTS AND LIMITATIONS OF SERIES C CONVERTIBLE PREFERRED STOCK PURSUANT TO SECTION 151(g) OF THE DELAWARE GENERAL CORPORATION LAW The undersigned, John Hilburn Davis IV, does hereby certify that: 1. He is the Chief Executive Officer and Secretary of Digital Brands Group, Inc., a Delaware corporation (the “Corporation |
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| June 27, 2023 |
Exhibit 10.1 SETTLEMENT AGREEMENT AND RELEASE This SETTLEMENT AGREEMENT AND RELEASE (this “Agreement”) is entered into as of this 21st day of June, 2023 (the “Effective Date”), by and among Drew Jones (“Jones”), D. Jones Tailored Collection, Ltd. (“D. Jones” or “Purchaser”), Harper & Jones, LLC (“H&J”, and collectively with Jones and D. Jones, the “Jones Parties”), Digital Brands Group, Inc. (“DBG |
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| June 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) June 21, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission |
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| June 27, 2023 |
Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of June 21, 2023, is by and among Digital Brands Group, Inc., a Delaware corporation (the “Company”), and each of the investors listed on Schedule I (individually, a “Investor” and collectively, the “Investors”). RECITALS A. The Company and each Investor is executing and delivering this Agreem |
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| June 1, 2023 |
Exhibit 10.1 It is the responsibility of any investor purchasing these securities to satisfy itself as to full observance of the laws of any relevant territory outside the United States in connection with any such purchase, including obtaining any required governmental or other consents or observing any other applicable requirements. We are not making an offer to sell these securities in any juris |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) May 30, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission |
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| June 1, 2023 |
Exhibit 3.1 DIGITAL BRANDS GROUP, INC. CERTIFICATE OF DESIGNATION OF SERIES B PREFERRED STOCK Pursuant to Section 151 of the General Corporation Law of the State of Delaware THE UNDERSIGNED DOES HEREBY CERTIFY, on behalf of Digital Brands Group, Inc., a Delaware corporation (the “Corporation”), that the following resolution was duly adopted by the board of directors of the Corporation (the “Board |
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| May 26, 2023 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) May 23, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGIT |
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| May 15, 2023 |
SEC FILE NUMBER: 001-40400 CUSIP NUMBER: 25401N309 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) May 4, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission F |
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| May 10, 2023 |
Letter from DBB to the Securities and Exchange Commission dated May 9, 2023 Exhibit 16.1 May 9, 2023 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Dear Commissioners: We have read the statements made by Digital Brands Group, Inc. which we understand will be filed with the Securities and Exchange Commission. Pursuant to Item 4.01 of Form 8-K to be filed by the Company and dated May 4, 2023, we are in agreement with the statements contained in Ite |
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| May 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) May 4, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commission F |
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| May 8, 2023 |
DBGI Announces an Increase of 46.5% for Preliminary Revenue Results for First Quarter Fiscal 2023 Exhibit 99.1 DBGI Announces an Increase of 46.5% for Preliminary Revenue Results for First Quarter Fiscal 2023 AUSTIN, Texas, May 4, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBGI") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today announced that it expects first quarter fiscal 2023 revenues to be approximately $5.0 million, an increase of 46.5%. Hil Davi |
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| April 19, 2023 |
DIGITAL BRANDS GROUP, INC STATEMENT OF OPERATIONS Exhibit 99.1 Digital Brands Group Reports Fourth Quarter and Fiscal Year 2022 Financial Results Expects to generate internal free cash flow of $500,000 per month starting in October AUSTIN, Texas, April 17, 2023 /PRNewswire/ - Digital Brands Group, Inc. ("DBG") (NASDAQ: DBGI), a curated collection of luxury lifestyle, digital-first brands, today reported financial results for its fourth quarter an |
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| April 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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) April 17, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46-1942864 (Commissio |
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| April 18, 2023 |
Exhibit 10.2 20% OID PROMISSORY NOTE THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES A |
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| April 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) April 7, 2023 DIGITAL BRANDS GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-40400 46 |
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| April 18, 2023 |
EX-10.1 2 tm2313082d1ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of , 2023 between Digital Brands Group, Inc., a Delaware corporation (“Company”), and each purchaser identified on the Annex A hereto (each, including its successors and assigns, an “Investor” and collectively, the “Investors”). WHEREAS, the Inve |
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| April 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the annual period ended December 31, 2022 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-40400 DIGITAL BR |
