[Form 4] XCEL BRANDS INC. Insider Trading Activity

Rhea-AI Filing Summary

United Community Banks, Inc. (UCBI) filed a Form 4 reporting that EVP & Chief Banking Officer Richard Bradshaw made a Rule 16 “G” transaction—classified as a bona-fide gift—of 328 common shares on 31 Jul 2025 at a price of $0. After the transfer, Bradshaw directly owns 77,584 shares. No derivative securities or additional transactions were disclosed. Given the small size of the gift (≈0.4 % of his holdings) and the absence of a sale for consideration, the event is routine and immaterial to UCBI’s share float or governance profile.

Insights

Securities Analyst

TL;DR: EVP gifts 328 shares; negligible impact on float or signal.

The Form 4 shows a non-monetary transfer under code G, typically a charitable gift or family transfer. The amount is de minimis relative to Bradshaw’s remaining 77.6 k-share stake and UCBI’s 119 m outstanding shares. No derivatives were exercised or disposed, so dilution and cash-flow implications are nil. Insider gifts are generally neutral signals, as they do not reflect valuation views. Governance risk remains unchanged; Bradshaw retains substantial alignment with shareholders.

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^*

DiSanto Mark

(Last) (First) (Middle)

C/O TRIPLE CROWN CORP.

5351 JAYCEE AVENUE

(Street)

HARRISBURG PA 17112

(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)
08/04/2025

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	08/04/2025		P		91,800	A	$1.1	102,700(1)	D
Common Stock	08/04/2025		A		60,883	A	$1.38	163,583	D
Common Stock								130,685(2)	I	See Footnote(3)
Common Stock								8,239	I	See Footnote(4)

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:

1. Adjusted to correct beneficial ownership prior to the reported transactions.

2. Represents shares of restricted stock awarded pursuant to a restated stock agreement, which vests on November 1, 2025.

3. Represents shares held by The Mark X DiSanto Investment Trust, of which Mr. DiSanto is trustee and as to which Mr. DiSanto has sole voting dispositive power.

4. Represents shares held by other trusts, of which Mr. DiSanto is trustee and as to which Mr. DiSanto has sole voting dispositive power.

	/s/ Mark DiSanto	08/05/2025
	** 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 did United Community Banks' EVP Richard Bradshaw report in the Form 4?

He reported gifting 328 shares of UCBI common stock on 07/31/2025.

How many UCBI shares does Richard Bradshaw own after the transaction?

He now holds 77,584 direct shares.

What does transaction code "G" mean in a Form 4 filing?

Code G denotes a bona-fide gift of securities with no consideration exchanged.

Were any derivative securities involved in this Form 4?

No, the filing shows no derivative securities acquired or disposed.

Is this insider transaction likely to affect UCBI's stock price?

Given the small size (328 shares) and gift nature, it is considered immaterial to market dynamics.