Welcome to our dedicated page for Xcel Brands SEC filings (Ticker: XELB), 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 Xcel Brands, Inc. (NASDAQ: XELB) SEC filings page on Stock Titan provides structured access to the company’s regulatory disclosures, including annual and quarterly reports, proxy statements, registration statements, and current reports on Form 8-K. Xcel describes itself as a media and consumer products company focused on the design, licensing, marketing, live streaming, and social commerce sales of branded apparel, footwear, accessories, fine jewelry, home goods and other consumer products, and the acquisition of consumer lifestyle brands.
Through its Forms 10-K and 10-Q, Xcel details its financial performance, brand portfolio, licensing revenues, non-GAAP metrics such as Adjusted EBITDA, and risk factors. When a periodic report cannot be filed on time, the company may submit a Form 12b-25, as it did for the quarter ended September 30, 2025, explaining the reasons for the delay and providing estimates of key financial results.
Proxy statements on Form DEF 14A outline governance matters such as director elections, equity incentive plan amendments, and auditor ratification, and provide information about the annual meeting of stockholders. These documents also summarize voting procedures and the number of shares outstanding as of the record date.
Current reports on Form 8-K capture material events, including changes in independent registered public accounting firms, entry into or amendments of loan and security agreements, equity offerings and private placements, and the release of quarterly financial results. Registration statements on Form S-1 and S-1/A describe public offerings of common stock and pre-funded warrants, the use of proceeds, and the company’s status as a smaller reporting company.
On Stock Titan, AI-powered tools can help interpret these filings by highlighting key sections, summarizing complex capital structure and financing terms, and surfacing items such as auditor changes, late-filing notifications, and non-GAAP reconciliations. Users can also review insider-related disclosures embedded in registration and transaction documents, and follow updates as new XELB filings are posted from EDGAR in near real time.
Xcel Brands, Inc. entered into a common stock purchase agreement with White Lion Capital, giving the company the right, but not the obligation, to sell up to $15.0 million of its common stock over a 24‑month period. The investor is required to buy shares when Xcel delivers properly timed purchase notices, using pricing formulas tied to recent market trading, including Regular, Rapid and VWAP-based purchases.
Total issuable shares under this arrangement, together with commitment shares, are capped at 1,178,173 shares, equal to 19.99% of the shares outstanding immediately before signing, and White Lion’s ownership is limited to 4.99%, which it can increase to 9.99% with notice. Xcel will also issue commitment shares valued at $37,500 and pay Maxim Group LLC a 4.0% cash fee on gross proceeds from sales. The company currently plans to use any proceeds for working capital and general corporate purposes and has agreed to file a Form S-1 to register the resale of the shares.
XCel Brands director Howard M. Liebman reported a sale of company stock. On 12/30/2025, he disposed of 2,839 shares of common stock at a price of $1.16 per share. After this transaction, he directly owned 20,394 shares of XCel Brands common stock.
XCel Brands, Inc.12/03/2025, he was granted 35,811 stock options with an exercise price of $0.9457 per share, expiring on 12/03/2030, each option linked to one share of common stock.
The options vest in stages only if the company’s common stock reaches specific closing price targets: 10,263 shares at $3.00, 8,579 shares at $5.00, 7,053 shares at $7.00, 5,705 shares at $9.00, and 4,211 shares at $11.00 or higher. After this transaction, Burroughs reported beneficial ownership of 65,314 shares of common stock.
XCel Brands, Inc. reported a Form 4 transaction for its Chief Financial Officer. As of the reported transaction, the officer directly beneficially owned 20,401 shares of common stock. On 12/03/2025, the officer was granted 53,716 stock options with an exercise price of $0.94 per share, expiring on 12/03/2030.
The options vest in performance-based tranches tied to the company’s share price: 15,395 shares vest if the stock closes at $3.00 or higher; 12,868 shares at $5.00 or higher; 10,579 shares at $7.00 or higher; 8,558 shares at $9.00 or higher; and 6,316 shares at $11.00 or higher. This structure links the CFO’s potential reward to higher future trading prices for XCel Brands’ stock.
Deborah Weinswig, a director of XCel Brands, Inc., reported receiving new equity awards in the company.
On 12/03/2025 she was granted 6,800 shares of restricted common stock at $0, increasing her direct holdings to 13,600 shares. These restricted shares are scheduled to vest on March 31, 2026, and she may extend the vesting date in six month increments at her discretion.
She was also granted stock options covering 21,500 shares of common stock at an exercise price of $0.94 per share, exercisable from 12/03/2025 and expiring on 12/03/2030.
Xcel Brands, Inc. reported weaker results for the quarter ended September 30, 2025. Net revenue fell to $1.1 million from $1.9 million a year earlier as licensing revenue declined and product sales were eliminated. The company posted a net loss attributable to stockholders of $7.9 million, compared with a $9.2 million loss in the prior-year quarter, driven largely by a $5.5 million non‑cash impairment tied to its Isaac Mizrahi (IM Topco) investment and ongoing operating losses.
Total assets declined to $40.5 million from $53.8 million at year-end 2024, while stockholders’ equity decreased to $16.6 million. Term loan debt (including paid-in-kind interest) rose to $12.5 million, and the company used $5.2 million of cash in operating activities over nine months, partially offset by $6.4 million of financing inflows from new debt and about $2.0 million of equity offerings. Management disclosed that recurring losses, cash burn, and limited liquidity create substantial doubt about the company’s ability to continue as a going concern, even after April 2025 debt refinancing and an August 2025 public offering and private placement.
Xcel Brands, Inc. filed a Form 12b-25 to notify a late filing of its Form 10-Q for the quarter ended September 30, 2025, citing delays in completing the audit as management needs more time to compile and verify required data. The company expects to file within the allowed extension period.
Preliminary results for the three months ended September 30, 2025 indicate revenues of approximately
For the nine months ended September 30, 2025, revenues are estimated at about
Xcel Brands (XELB) reported an insider equity award. Director Deborah Weinswig received 1,000 shares of restricted stock on 05/28/2025 at a stated price of $0, bringing her direct holdings to 6,800 shares after the transaction.
She was also granted stock options with a $2.6321 exercise price, expiring on 05/28/2030. The restricted stock vests 50% on April 1, 2026 and 50% on April 1, 2027, and the reporting person may extend vesting dates in six-month increments at her discretion. The options vest 50% on May 28, 2025 and 50% on May 1, 2026.
XCel Brands (XELB) reported insider activity by CEO and Chairman Robert D'Loren. On 10/31/2025, he was awarded 23,505 shares of common stock at $1.26 per share under his employment agreement in lieu of cash salary, and he surrendered 10,859 shares at $1.26 to cover withholding taxes related to the award.
Following these transactions, D'Loren beneficially owned 513,880 shares directly. He also held an additional 60,731 shares indirectly through the Irrevocable Trust of Rose Dempsey, over which he has sole voting and dispositive power.
Xcel Brands, Inc. (XELB) announced its 2025 Annual Meeting of Stockholders for December 3, 2025 at 11:00 A.M. (local time) at the company’s New York offices. Stockholders will vote to elect five directors, approve an amended and restated 2021 Equity Incentive Plan, and ratify Wolf & Company, PC as independent auditor for the fiscal year ending December 31, 2025.
The Board recommends voting FOR all proposals, including increasing the shares reserved under the 2021 Equity Incentive Plan from 400,000 to 1,150,000. Only stockholders of record as of October 8, 2025 may vote. There were 4,806,776 shares of common stock outstanding as of the record date, with one vote per share. The proxy outlines quorum and vote standards and confirms all Board committee members are independent under NASDAQ rules.
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