Welcome to our dedicated page for Axil Brands SEC filings (Ticker: AXIL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The AXIL Brands, Inc. (NYSE American: AXIL) SEC filings page provides access to the company’s regulatory disclosures as a U.S. public company. AXIL files reports with the Securities and Exchange Commission that include financial results, proxy materials, and current reports on significant events affecting the business.
Among the filings, investors can review Form 8-K current reports in which AXIL furnishes press releases announcing its consolidated financial results for fiscal periods such as the year ended May 31 and quarters ended August 31 and November 30. These 8-K filings typically include an exhibit containing the full earnings press release and are identified under Item 2.02, Results of Operations and Financial Condition.
AXIL also files a definitive proxy statement (DEF 14A) in connection with its annual meeting of stockholders. The proxy statement describes matters submitted to a stockholder vote, such as the election of directors and ratification of the company’s independent registered public accounting firm. It also provides information on board structure, executive compensation, equity compensation plans, and security ownership of certain beneficial owners and management.
Through its SEC filings, AXIL discloses details about its financial condition, including assets, liabilities, stockholders’ equity, and cash flows, as well as information about non-GAAP measures like EBITDA and Adjusted EBITDA that are reconciled to net income in attached schedules. The filings also document outcomes of stockholder meetings and auditor ratification votes.
On this page, AI-powered tools can help summarize lengthy filings, highlight key sections of earnings-related 8-Ks, and make it easier to understand topics such as revenue trends, operating expenses, and governance matters described in proxy materials. Users can use this resource to follow AXIL’s official disclosures over time and see how the company presents its performance and corporate decisions to regulators and stockholders.
Axil Brands (AXIL): Schedule 13D/A filed by Jeffrey Brown and BZ Capital updates ownership following a preferred-to-common conversion. On November 3, 2025, BZ Capital converted 900,000 shares of Series A Preferred Stock into 45,000 shares of Common Stock at the stated 20:1 ratio. Mr. Brown now beneficially owns 535,143 shares, or 7.5% of common stock, including 360,000 option shares. BZ Capital is shown with 160,000 shares, or 2.3%, including 15,000 shares issuable upon conversion, subject to a 5% beneficial ownership conversion limit.
Ownership percentages are based on 6,757,717 shares outstanding as of October 22, 2025 plus 45,000 shares issued upon the conversion. On October 28, 2025, BZ Capital purchased 1,200,000 preferred shares (equivalent to 60,000 common on an as-converted basis) for $12,000. The filing states the securities were acquired for investment purposes, with no present plans for actions described in Item 4(a)–(j).
Axil Brands (AXIL) reported an insider transaction on a Form 4. On November 3, 2025, an affiliated entity converted 900,000 shares of Series A Preferred Stock into 45,000 shares of common stock under a 20-for-1 conversion ratio. The conversion is subject to a 5% beneficial ownership cap.
Following the transaction, indirect beneficial ownership stood at 145,000 common shares through BZ Capital Strategies, and direct beneficial ownership was 15,143 common shares. The reporting person is listed as Director and CFO, COO of the issuer.
Derivative holdings include stock options for 110,000 shares at $1.80 expiring on April 20, 2032 (fully exercisable), and options for 250,000 shares at $4.01 expiring on October 14, 2034, vesting in 48 equal monthly installments beginning October 31, 2024.
Axil Brands (AXIL) — Schedule 13D/A Amendment No. 3: Jeffrey Brown and BZ Capital updated their beneficial ownership. Mr. Brown may be deemed to beneficially own 535,143 shares of Common Stock, representing 7.5% of outstanding shares. BZ Capital may be deemed to beneficially own 160,000 shares, representing 2.3%.
On October 28, 2025, BZ Capital purchased 1,200,000 shares of Series A Preferred Stock (convertible into 60,000 Common shares on a twenty‑for‑one basis) for cash consideration of $12,000 under a stock purchase agreement with customary representations and warranties. The Preferred Stock includes a conversion cap that prevents any holder from exceeding 5% beneficial ownership.
Mr. Brown’s holdings include 15,143 Common shares and options for 360,000 shares: 110,000 options at $1.80 (granted May 10, 2022; expire April 20, 2032; fully vested) and 250,000 options at $4.01 (granted October 14, 2024; expire October 14, 2034; vest monthly over 48 months). Shares outstanding were 6,757,717 as of October 22, 2025.
Axil Brands (AXIL) insider Jeffrey B. Brown filed a Form 4 reporting an indirect purchase by BZ Capital Strategies on 10/28/2025 of 1,200,000 shares of Series A Preferred Stock for $12,000. The preferred shares are convertible into common stock on a 20-for-1 basis, equivalent to 60,000 common shares, subject to a 5% beneficial ownership cap. The preferred has no expiration date.
Following the transactions, Brown reported 15,143 shares of common stock directly and 100,000 shares of common stock indirectly through BZ Capital Strategies. He also reported stock options for 110,000 shares at $1.80 (fully exercisable, expiring 04/20/2032) and 250,000 shares at $4.01 (vesting in 48 monthly installments beginning 10/31/2024, expiring 10/14/2034). Brown is a Director and Officer (CFO, COO) of Axil Brands and is the co-owner, Chairman, and CFO of BZ Capital Strategies.
AXIL Brands, Inc. filed its definitive proxy for the Annual Meeting set for December 17, 2025. Stockholders of record at the close of business on October 22, 2025 may vote; 6,757,717 shares of common stock were outstanding and entitled to vote as of that date. Two proposals are on the ballot: elect two Class II directors and ratify Salberg & Company, P.A. as independent auditor for the fiscal year ending May 31, 2026.
The Board nominated Peter Dunne (84) and Manu Ohri (69) for Class II seats through the 2028 Annual Meeting. The five‑member Board includes three directors deemed independent under NYSE American rules, and its Audit, Compensation, and Nominating & Governance committees are fully independent. In fiscal 2025, non‑employee directors received stock awards valued at $20,750 each.
Executive pay highlights: in fiscal 2025, CEO Jeff Toghraie reported total compensation of $1,630,600, including option awards of $1,403,500; CFO/COO Jeff Brown reported $1,266,500, including option awards of $1,002,500. New employment agreements dated August 18, 2025 set base salaries at $275,000 for the CEO and $225,000 for the CFO, target bonuses of at least 40% of base, change‑of‑control equity of 500,000 and 175,000 shares, and severance of three times and two times base plus bonus, respectively.
AXIL Brands, Inc. filed a current report to disclose that it issued a press release announcing its consolidated financial results for the three months ended August 31, 2025. The company states that the press release, dated October 7, 2025, is furnished as an exhibit and incorporated by reference into this report. AXIL also clarifies that the earnings information is being furnished rather than filed, which limits how it is treated under federal securities laws.
Axil Brands, Inc. reported unaudited results for the quarter ended August 31, 2025 showing improved profitability and higher working capital balances compared with the prior-year period. The company recorded $449,352 of income before taxes versus a $(109,805) loss in the prior comparable quarter, driven by stronger segment non-cash operating income of $990,221 and higher sales, net of $6,856,218. Accounts receivable increased to $2,778,751 and inventory rose to $3,889,462, reflecting higher volume and inventory-in-transit of $747,536.
Liquidity movements show a net decrease in cash of $683,230 for the quarter, and cash on hand remained in excess of FDIC limits: $3,586,624 as of period end. Contract liabilities for warranty and returns totalled approximately $907,631, with roughly $667,816 expected to be recognized in the remainder of fiscal 2026. Related-party activity was significant: advances from Intrepid totaled $1,207,693 with repayments of $1,056,202 during the quarter.
AXIL Brands, Inc. filed a Form 8-K to report that it issued a press release announcing its consolidated financial results for the fiscal year ended May 31, 2025. The press release is provided as Exhibit 99.1 and is incorporated by reference in this report.
The company notes that the earnings press release and this Form 8-K Item 2.02 are being furnished, not filed, which means they are not subject to certain liability provisions of the Exchange Act and are not automatically incorporated into other Securities Act or Exchange Act filings unless specifically referenced.
AXIL Brands, Inc. reported consolidated net sales of $26.26 million for the year ended May 31, 2025, down from $27.50 million the prior year. Cost of sales was $7.62 million, producing gross profit of $18.64 million versus $20.18 million a year earlier. Operating expenses totaled $17.48 million, yielding income from operations of $1.16 million. Net income after tax was $854,988 compared with $2.00 million in the prior year.
The company completed a 1-for-20 reverse stock split and amended authorized share counts for common and preferred stock. During fiscal 2024 the company repurchased Series A Preferred Stock for $1,246,490 and converted 14,478,250 preferred shares into 723,913 common shares. Management granted stock option awards, including 350,000 options to the CEO and 250,000 to the CFO at an exercise price of $4.01. Cash balances held in accounts exceeded FDIC limits at $4.02 million at May 31, 2025.
The filing describes a formal cybersecurity program with an Incident Response Plan, periodic testing, third-party assessments, and employee training. Related-party activity included advances from Intrepid totaling $6.95 million and repayments of $6.96 million during the year. The consolidated financial statements and notes are included in iXBRL format.