Welcome to our dedicated page for Digital Brands Group SEC filings (Ticker: DBGI), 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.
Digital Brands Group, Inc. filings document the company's apparel business, material commercial agreements, financing arrangements and public-company reporting obligations. Recent 8-K filings cover NIL-related apparel consulting and private-label manufacturing agreements, transfer-agent changes, at-the-market equity sales arrangements, warrant exercise and exchange agreements, and related resale registration commitments.
The company's registration statements and amendments disclose common stock, warrants and other securities issued for financing and contractual consideration, while periodic-report notices address annual reporting timing. DBGI's SEC record also reflects governance, capital structure, shareholder-record administration, risk disclosure and the use of Form S-1 and Form S-3 registration processes for securities offerings and resale coverage.
Digital Brands Group, Inc. approved a 1-for-40 reverse stock split of its common stock, effective at 12:01 a.m. Eastern Time on July 24, 2026, to raise its share price and help manage compliance with Nasdaq Listing Rule 5550(a)(2) on the $1.00 minimum bid price.
The split will reduce outstanding common shares from approximately 23 million to approximately 575,000 and cut authorized common shares from 1,000,000,000 to 25,000,000, while keeping par value at $0.0001. Equity awards, warrants and convertible preferred stock will be adjusted proportionately, fractional shares will be rounded up to the nearest whole share, Clear Trust LLC will act as transfer and exchange agent, and post-split shares will trade on Nasdaq under ticker DBGI with new CUSIP 25401N 606.
Digital Brands Group, Inc. appointed David Sosnowski as an independent director effective July 14, 2026, under a Board of Directors Agreement with an initial one-year term and successive one-year renewals, continuing until the next annual shareholders meeting or earlier resignation, removal, or death.
Under the agreement, Sosnowski receives an annual $100,000 cash retainer, payable in quarterly installments beginning July 31, 2026, and non-qualified stock options to purchase up to 20,000 shares of common stock at an exercise price of $5.00 per share. The options vest 25% per quarter starting on the grant date and expire five years after issuance.
Digital Brands Group, Inc. entered into a Lock-Up and Leak-Out Agreement with the holder of a majority of its Series D Convertible Preferred Stock. The agreement imposes a 180-day Restricted Period starting July 17, 2026, during which the holder may not sell or transfer common stock except under specified leak-out and other permitted transfer provisions. During this period, sales of common stock are limited to an aggregate amount not exceeding 3% of that day’s total trading volume, unless the company waives this cap.
On July 17, 2026 at 4:30 PM ET, Digital Brands Group filed a Certificate of Amendment in Nevada to revise the definition of the Series D “Floor Price.” The Floor Price is now a price equal to 20% of the lower of (i) the closing price immediately preceding the amendment date or (ii) the average closing price for the five trading days immediately preceding that date, for purposes of conversion and related provisions of the Series D Convertible Preferred Stock. All other terms of the Series D Certificate of Designations remain in effect.
Digital Brands Group, Inc. announced a major retail partnership and sharply higher financial expectations. Its AVO brand will take over all prime retail space currently occupied by lululemon in the largest U.S. college bookstore chain, which operates over 1,000 locations, and will roll out a technology-driven store-in-store concept.
The company also issued third quarter 2026 revenue guidance of $8.5 million to $11.0 million with positive net income, implying roughly 300% to 500% year-over-year revenue growth and a turnaround from a $3.5 million net loss in the prior-year quarter. Management attributes this outlook to expanding collegiate licensing from 1 to 18 universities and an initial government contract deploying programs across three cities, with additional revenue and net income expected from a later expansion to more cities.
Digital Brands Group, Inc. reports that approximately 9.6 million outstanding cash warrants expired on June 17, 2026, removing a source of potential share issuance. Earlier in the week of June 15, 2026, the Company also cancelled approximately 7.1 million pre-funded warrants.
In total, the expiration and cancellation of these warrants eliminate about 16.7 million shares of dilution overhang within a three-day period. Management highlights this as a meaningful reduction in potential future dilution for existing stockholders, while the Company continues to operate its eCommerce and fashion brands across direct-to-consumer and wholesale channels.
Digital Brands Group, Inc. entered into a new financing arrangement with 1800 Diagonal Lending, LLC through a promissory note with an aggregate principal amount of $238,050.00, including an original issue discount of $13,050.00. The lender paid a purchase price of $207,000.00, which the Company received net of fees on June 10, 2026 for general working capital.
The note requires nine payments of $29,624.00, representing a one-time interest charge of 12% or $28,566.00, with the first payment due on July 15, 2026 and maturity on March 15, 2027. On default, the note becomes immediately due at 150% of outstanding principal and accrued interest, plus default interest at 22% per year, and 1800 Diagonal may convert the balance into common stock at 61% of the lowest closing bid price over the prior ten trading days.
The note limits 1800 Diagonal and its affiliates to owning no more than 4.99% of outstanding common stock at any time and caps total shares issuable on conversion at 19.99% of shares outstanding as of June 9, 2026. Additional loan tranches of up to $1,015,000.00 over the next twelve months may be provided subject to further agreement.
Digital Brands Group, Inc. director and CEO John Hilburn Davis IV reported an open-market purchase of 618,333 shares of Common Stock at $1.13 per share. After this transaction on June 10, 2026, he directly owns 688,461 shares in total.
Digital Brands Group, Inc. filed a current report noting that Chief Executive Officer John Hilburn Davis IV bought approximately $700,000 worth of the company’s common stock in open market transactions on June 10, 2026. The company highlighted this purchase as an additional personal investment by the CEO.
The related press release, furnished as an exhibit, emphasizes Davis’s stated confidence in Digital Brands Group’s strategy, growth prospects and path toward profitability, as well as his alignment with other shareholders through increased ownership.