Director Howard Liebman disposes XCel Brands (XELB) shares back to issuer

Rhea-AI Filing Summary

XCel Brands, Inc. director Howard M. Liebman reported a disposition of company stock back to the issuer. On this Form 4, he transferred 777 shares of Common Stock to the company at a price of $2.025 per share, leaving him with 19,617 shares held directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider LIEBMAN HOWARD M

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock	777	$2.025	$2K

Holdings After Transaction: Common Stock — 19,617 shares (Direct)

Footnotes (1)

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LIEBMAN HOWARD M

(Last) (First) (Middle)

C/O XCEL BRANDS, INC.

550 SEVENTH AVENUE

(Street)

NEW YORK NY 10018

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
XCel Brands, Inc. [ XELB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/23/2026		D		777	D	$2.025	19,617	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	/s/ Howard Liebman	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did XCel Brands (XELB) report for Howard M. Liebman?

XCel Brands reported that director Howard M. Liebman disposed of 777 shares of Common Stock back to the issuer. The transaction was coded as a disposition to the issuer, rather than an open-market trade, and reflects a direct ownership change.

At what price were the XCel Brands (XELB) shares disposed in this Form 4?

The reported disposition of XCel Brands Common Stock was at a price of $2.025 per share. This price applies to the 777 shares transferred back to the issuer in the transaction described, according to the Form 4 insider filing data.

How many XCel Brands (XELB) shares does Howard M. Liebman own after the transaction?

After the reported disposition, Howard M. Liebman directly owns 19,617 shares of XCel Brands Common Stock. This share count is listed in the Form 4 as the total shares beneficially owned following the issuer disposition transaction on the reported date.

What does the transaction code 'D' mean in the XCel Brands (XELB) Form 4?

The transaction code “D” in this Form 4 indicates a disposition to the issuer. In this case, it reflects that 777 shares of XCel Brands Common Stock were transferred from director Howard M. Liebman back to the company, changing his direct beneficial ownership.

Is the XCel Brands (XELB) Form 4 transaction an open-market sale?

No, the Form 4 identifies the transaction as a disposition to the issuer, not an open-market sale. The 777 Common Stock shares were transferred back to XCel Brands itself, as indicated by the transaction code description and the issuer disposition classification.