Axil Brands (AXIL) SEC Filings

Axil Brands, Inc. (AXIL) will hold its annual meeting on December 16, 2026, with votes on Nancy Hundt’s election as the sole Class I director nominee for a three-year term and ratification of Salberg & Company, P.A. as auditor for the fiscal year ending May 31, 2027. At the October 21, 2026 record date, 6,822,681 common shares were outstanding and entitled to vote.

For fiscal 2026, CEO and Chairman Jeff Toghraie reported total compensation of $583,542, and CFO, COO and director Jeff Brown reported $540,271. Axil recorded consulting fees of $291,100 to Intrepid Global Advisors, whose managing director and principal is Toghraie, and $265,000 to BZ Capital Strategies, where Brown has a controlling interest. Intrepid advanced $5,939,172 to Axil, and Axil repaid $5,886,773 during fiscal 2026.

Axil Brands, Inc. reported that a voting agreement and irrevocable proxy between Intrepid Global Advisors, Inc. and Don Frank Nathaniel Vasquez expired effective October 17, 2026. As a result, Intrepid and its managing director, Jeff Toghraie, no longer have voting power over the 1,275,000 common shares held directly by Vasquez, who is no longer a reporting person.

Toghraie may be deemed to beneficially own 2,524,538 shares (31.2%); Intrepid may be deemed to beneficially own 2,019,538 shares (26.6%). Toghraie’s reported amount includes 505,000 shares issuable under options and 772,838 shares issuable upon conversion of Intrepid-held preferred stock. The ownership percentages are based on 6,822,681 common shares outstanding as of October 2, 2026. The preferred stock converts on a twenty-for-one basis, subject to a limit preventing conversion that would result in beneficial ownership above 5%.

AXIL Brands, Inc. (AXIL) reported first-quarter fiscal 2027 revenue of $6,090,383, down from $6,856,218 in the prior-year quarter, while GAAP net income increased to $420,571 from $334,294. Adjusted EBITDA, a non-GAAP measure, was $826,841 versus $674,355, equal to 13.6% of revenue compared with 9.8%. Net cash provided by operating activities was $3,762,759, compared with $739,194 used in the prior-year quarter.

Management attributed the revenue comparison to expected slowing of first-generation XCOR, advertising and inventory for XCOR II, and a prior-year big-box order that did not repeat. XCOR II orders exceeded $3.6 million through September 30, 2026; management said first-quarter revenue did not yet reflect the launch and expected launch investment and those orders to be reflected in second-quarter revenue and beyond. By September 30, 2026, AXIL had fulfilled the majority of XCOR II order backlog. At August 31, 2026, AXIL reported cash and cash equivalents of $7,928,587; management also said the company ended the quarter with no debt.

Axil Brands, Inc. (AXIL) reported net revenue of $6,090,383 for the three months ended August 31, 2026, compared with $6,856,218 a year earlier; net income attributable to stockholders was $421,592, versus $334,294. Gross profit was $5,031,729, compared with $4,634,934. Net cash provided by operating activities was $3,762,759, versus $739,194 used a year earlier, and cash and cash equivalents were $7,928,587 as of August 31, 2026.

AXIL received $907,067 in IEEPA-related customs-duty refunds, including interest. Of that, $550,929 reduced cost of revenues, a nonrecurring item; $321,059 reduced inventory, and $35,079 was statutory interest included in other income, net. On August 25, 2026, subsidiary Reviv3 ProCare Company issued 12,501 shares at $11 per share to three service providers for services, reducing AXIL’s ownership to 74.998%, with providers holding 25.002%; the $137,511 fair value was expensed.

Axil Brands, Inc. (AXIL) is the subject of Amendment No. 8 to a Schedule 13D reporting updated beneficial ownership by Jeff Toghraie, Intrepid Global Advisors, Inc., and Don Frank Nathaniel Vasquez. The amendment reflects a change in their ownership percentages due to a change in Axil’s outstanding common shares.

Mr. Toghraie may be deemed to beneficially own 3,799,538 shares of common stock, or 46.9% of the class, including options and preferred stock convertible into common shares. Intrepid may be deemed to own 3,294,538 shares (43.4%), and Mr. Vasquez 1,276,251 shares (18.7%). Intrepid holds voting rights over 1,275,000 of Mr. Vasquez’s shares under a Voting Agreement and Irrevocable Proxy expiring no later than October 17, 2026.

AXIL Brands, Inc. (AXIL) reported strong results for the fourth quarter and fiscal year ended May 31, 2026, driven mainly by big-box retail sales in its hearing protection and enhancement segment. Q4 2026 net revenues rose 48.9% to $8.6 million, with gross margin expanding to 72.0% and income from operations increasing to $1.4 million from roughly break-even a year earlier. Q4 net income was $1.5 million versus a prior-year loss, and adjusted EBITDA reached $1.7 million, or 20.3% of net revenues.

For fiscal 2026, AXIL generated net revenues of $30.8 million and net income of $2.7 million, or $0.33 diluted EPS, compared with $0.10 diluted EPS in 2025. Adjusted EBITDA for the year was $4.0 million (13.1% margin). Cash was $4.5 million with no outstanding borrowings, while accounts receivable and inventory increased as distribution expanded. Management estimates retail store count grew to approximately 6,000 locations from about 1,800, including an expanded Walmart rollout and new placements at Sportsman’s Warehouse and, after year-end, U.S. Marine Corps Exchange. AXIL highlighted upcoming customs duty refunds of about $910,000 that will benefit fiscal 2027 gross margin on a non-recurring basis.

Axil Brands, Inc. (AXIL) reports a strong fiscal year ended May 31, 2026, driven by its hearing enhancement and protection products, which contributed about 96% of revenue. Net revenues rose 17.5% to $30.8 million, while net income more than tripled to $2.7 million as operating income grew to $3.0 million. Adjusted EBITDA increased 66.2% to $4.0 million, lifting adjusted EBITDA margin to 13.1% from 9.3%.

Growth was led by a major shift toward retail and wholesale in the hearing segment, where those channels grew 136.9% to $9.9 million and reached 33.4% of segment sales, while direct-to-consumer hearing revenue fell 4.3%. This mix change compressed gross margin from 71.0% to 69.3%, though absolute gross profit still increased 14.7% to $21.4 million. Hair and skin care revenue declined 21.9% to $1.2 million as AXIL reduced marketing ahead of a planned Reviv3 rebrand in fiscal 2027.

AXIL ended the year debt‑free and later received about $910,000 of tariff refunds, boosting liquidity. As of August 14, 2026, cash and cash equivalents were roughly $7.42 million. Key structural risks include one hearing customer representing 23% of consolidated net revenues and 69% of segment accounts receivable, and high vendor concentration, with a single hearing supplier providing 79% of that segment’s purchases.

AXIL Brands, Inc. reported Q3 2026 net sales of $7.29 million, up 5.4% year over year, driven mainly by hearing protection products. Higher tariffs pushed cost of sales up, reducing gross margin to 69.1% from 71.7%.

Operating expenses rose 10.1% to $4.83 million, largely from about $400,000 in extra sales and marketing spend to support retail expansion. As a result, income from operations fell to $214,239 and net income declined to $203,046, while adjusted EBITDA dropped 47.1% to $470,794.

Management highlighted rapid retail growth, with an estimated 6,000 stores now carrying AXIL products versus less than 1,800 at the end of last year. For Q4 2026, the company expects revenue of $8–$10 million and gross margin of 67–71%, and projects full-year 2026 revenue of $30.2–$32.2 million, implying 15–23% growth over 2025.

AXIL Brands, Inc. reported continued profitability for the quarter ended February 28, 2026. Net sales for the quarter were $7,294,030, generating net income of $203,046, or $0.03 basic and $0.02 diluted earnings per share. For the nine months, sales reached $22,285,107 with net income of $1,242,223, or $0.18 basic and $0.15 diluted per share.

Total assets were $15,181,026 as of February 28, 2026, including $5,518,989 in cash and cash equivalents. Stockholders’ equity increased to $11,462,534, supported by higher retained earnings and additional paid-in capital. Hearing enhancement and protection remained the primary revenue driver, with newer marketing services reported as a separate segment.