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. reported that on October 7, 2025 it entered into a Third Amendment and Consent to its Loan and Security Agreement with its lenders and FEAC Agent, LLC as administrative and collateral agent. Under this amendment, the lenders and agents consented to a transfer that includes terminating a pledge agreement and releasing their liens on the equity interests of IM Topco, LLC. The amendment also reduces Xcel’s minimum liquid asset covenant requirement to $1,000,000, giving the company a lower liquidity threshold to maintain under the credit facility. In connection with the amendment, Xcel made a loan prepayment of $250,000, of which $140,000 was paid from a blocked account.
Xcel Brands, Inc. filed a preliminary proxy statement for the Annual Meeting of Stockholders to be held on The company asks shareholders to elect six directors and to ratify the appointment of Wolf & Company, PC as independent auditors for the fiscal year ending
Robert D'Loren, CEO and Chairman of XCel Brands, Inc. (XELB), reported insider transactions dated 09/30/2025. He was awarded 16,828 shares under his employment agreement in lieu of cash salary at a reported price of $1.76, increasing his direct holdings to 509,008 shares. On the same date he surrendered 7,774 shares to satisfy tax withholding, leaving 501,234 shares held directly. He also reports indirect beneficial ownership of 60,731 shares held in the Irrevocable Trust of Rose Dempsey, over which he has sole voting and dispositive power. The Form 4 was signed on 10/03/2025.
Xcel Brands, Inc. reported a change in its independent auditor. On September 15, 2025, the audit committee dismissed CBIZ CPAs P.C. as the company’s independent registered accounting firm and, on the same date, approved the engagement of Wolf & Company, PC for the fiscal year ending December 31, 2025, including the interim period ending September 30, 2025.
CBIZ CPAs, which had been appointed in May 2025 after the dismissal of Marcum LLP, did not issue any audit reports for Xcel Brands. The company states there were no disagreements with CBIZ CPAs on accounting principles, financial disclosure, or audit scope, and no reportable events other than a previously disclosed material weakness related to not filing its Form 10-K and Form 10-Q on time because it relies on a third party to provide financial information for an unconsolidated affiliate.
Robert D'Loren, CEO and Chairman of XCel Brands, Inc. (XELB), reported stock transactions on 08/29/2025. He was awarded 21,155 shares in lieu of cash salary at a price of $1.40 per share, increasing his direct beneficial ownership to 501,953 shares. On the same date he surrendered 9,773 shares to the issuer to cover withholding taxes related to the award, leaving 492,180 shares held directly.
In addition to his direct holdings, Mr. D'Loren has indirect beneficial ownership of 60,731 shares held by the Irrevocable Trust of Rose Dempsey, over which he has sole voting and dispositive power. The transactions were reported on a Form 4 signed 09/03/2025. The filing identifies him as a director and a 10% owner.
Seth Burroughs, EVP of BD, Treasurer, Secretary and Director of XCel Brands, Inc. (XELB), reported insider stock activity on Form 4. On 08/29/2025 he was awarded 8,110 shares by the issuer in lieu of cash salary and surrendered 4,092 shares to satisfy withholding tax. The report shows a transaction price of $1.40 for the transactions and indicates 69,406 shares beneficially owned after the award and 65,314 shares after the surrender. The Form 4 was signed on 09/03/2025 and includes explanatory footnotes stating the award replaced cash salary and the surrendered shares paid the tax withholding.
XCel Brands, Inc. Schedule 13G shows that Potomac-related parties report beneficial ownership of common stock following an August 1, 2025 event. The filing lists 315,299 shares held directly by Potomac Capital Partners V, LP (the Fund) and 316,249 shares reported for Paul J. Solit (which includes 950 shares held in accounts of his children), representing 6.6% of the outstanding class based on 4,762,360 shares outstanding as stated in the issuer's August 1, 2025 prospectus. The Reporting Persons include Paul J. Solit, Potomac Capital Management, Inc., Potomac Capital Management V LLC and Potomac Capital Partners V, LP.
The filing states the shares were not acquired to change or influence control of the issuer and that the Investment Manager and General Partner may be deemed to beneficially own Fund-held shares. Principal business address and organizational jurisdictions for each reporting person are provided, and the filing is signed by Paul J. Solit on behalf of each reporting person.
Mark DiSanto amended his Schedule 13D to report additional purchases of XCel Brands, Inc. common stock. He now beneficially owns 354,174 shares, representing 7.4% of the outstanding class, and holds sole voting and dispositive power over those shares. The filing states he acquired 91,800 shares in a best‑efforts public offering at $1.10 per share and 60,883 shares in a private placement at $1.38 per share; all shares described are deemed beneficially owned by him due to his voting power. The filing says he may buy or sell shares in the future and retains the right to change his intentions, but currently has no plans to pursue major corporate actions beyond his role as a director.
Robert D'Loren, CEO, Chairman, director and reported 10% owner of XCel Brands, Inc. (XELB), reported transactions dated 08/15/2025. The filing shows 27,423 common shares were awarded to him pursuant to his employment agreement in lieu of cash salary at a reported price of $1.08 per share. On the same date he surrendered 12,669 shares to the issuer to satisfy withholding tax obligations at $1.08 per share. The Form 4 lists 493,467 shares beneficially owned following the award transaction and 480,798 shares following the surrender. The filing also discloses 60,731 shares held in the Irrevocable Trust of Rose Dempsey, over which the reporting person has sole voting and dispositive power.
Seth Burroughs, an executive of XCel Brands, Inc. (XELB), reported two share transactions dated 08/15/2025. He was awarded 10,512 common shares under his employment agreement in lieu of cash salary at an effective price of $1.08 per share, and on the same date he surrendered 5,304 shares to the issuer to satisfy withholding tax obligations at the same $1.08 reference price. After these actions his beneficial ownership is reported as 61,296 shares (down from 66,600 after the award and subsequent surrender). The Form 4 is signed by Mr. Burroughs on 08/18/2025.
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