XWELL, Inc. filings document an operating wellness and biosecurity company with Nasdaq-listed common stock and a portfolio that includes XpresSpa, XpresCheck, Naples Wax Center, and HyperPointe. Periodic and current reports cover operating results, audited financial statements, management discussion, brand-level revenue, cost structure, and corporate updates for its spa, waxing, wellness retail, and surveillance-related activities.
Material-event reports and proxy filings disclose capital-structure actions, including preferred stock and warrant financings, stockholder meeting results, say-on-pay frequency, director elections, governance proposals, and listing-compliance notices. The filing record also includes late-filing notices and annual meeting materials that describe voting securities, board matters, executive compensation, and shareholder approval items.
XWELL, Inc. received a Nasdaq notice that it is not in compliance with the $1.00 minimum bid-price requirement, based on its closing bid price for 30 consecutive business days from August 25 through October 6, 2026. XWELL has 180 calendar days, through April 5, 2027, to regain compliance by maintaining a closing bid price of at least $1.00 for 10 consecutive business days, unless Nasdaq staff requires a longer period.
If XWELL chooses a reverse stock split to regain compliance, it must complete it no later than 10 business days before April 5, 2027. If the closing bid price is $0.10 or less for 10 consecutive trading days during the compliance period, Nasdaq will issue a Staff Delisting Determination. The notice does not immediately affect trading: XWELL common stock remains listed on The Nasdaq Capital Market. XWELL may be eligible for a further 180-day period if it meets additional listing conditions and gives Nasdaq written notice of its plan to cure; the company says there is no assurance it will regain compliance.
XWELL, Inc. is asking stockholders to approve a proposed sale to Express Wellness Group, LLC of all its equity interests in XpresSpa Holdings, LLC and XpresTest, Inc. for a $13,000,000 base purchase price, subject to adjustments. At closing, $2,650,000 in aggregate is to be deposited into escrow. The buyer will also acquire rights to the XWELL name and trademark, while XWELL retains its health and wellness retail locations outside airports.
Completion requires stockholder approval and satisfaction or waiver of other closing conditions; XWELL expects closing in the fourth quarter of 2026. The Sale Proposal requires approval by holders of a majority of the outstanding common shares entitled to vote at the October 28, 2026 special meeting. Other proposals cover an advisory vote on sale-related executive compensation, a 2020 Plan share-reserve increase from 3,125,000 to 4,346,134, and possible adjournment.
XWELL intends to retain net proceeds as cash on hand for the retained business and potential acquisitions or business combinations; stockholders receive no sale consideration for their shares.
XWELL, Inc. (XWEL) said its subsidiary XpresTest repurchased 279.5 shares of XpresTest common stock granted as restricted stock awards for approximately $2.7 million, or $9,634.09 per share, on October 8, 2026. The repurchased shares included 107 held by Bruce T. Bernstein, Chairman of the Board; 55 held by Ezra T. Ernst, President and Chief Executive Officer; and 10 held by Ian Brown, Chief Financial Officer, five of which vested in connection with the repurchase. Five other employees or service providers held the remaining 107.5 shares.
All XpresTest RSAs that had not already vested became fully vested; none remain outstanding, and XWELL owns all issued and outstanding XpresTest shares. The repurchases occurred early with the consent of Buyer Express Wellness Group, LLC, ahead of the proposed Sale. Under the July 6, 2026 Purchase Agreement, XWELL is to sell its equity interests in XpresSpa Holdings, LLC and XpresTest to the Buyer, subject to the agreement’s conditions. The repurchase price matches the per-share amount agreed under that agreement. Paid amounts are excluded from unpaid sale expenses, which otherwise reduce the Buyer’s purchase price dollar-for-dollar.
XWELL, Inc. (XWEL) is the subject of an amended Schedule 13D in which a group of investment entities led by American Ventures LLC Series XXIV XWELL and Dominari Holdings Inc. reports beneficial ownership of 993,617 shares of common stock, or 9.975% of XWELL’s outstanding common stock, subject to a Beneficial Ownership Limitation.
The group holds additional Series H Convertible Preferred Stock and warrants that are convertible or exercisable into large numbers of XWELL shares but cannot be converted or exercised above 4.99%, unless increased to 9.99%. On September 8, 2026, they converted 467 preferred shares into the 993,617 common shares at a conversion price of $0.47 per share. The reporting persons also entered into a Support Agreement committing to vote their shares in favor of a Securities Purchase Agreement involving Express Wellness Group, LLC.
XWELL, Inc. (symbol: XWEL) is the issuer of record for a Form 4 filing submitted to the SEC. Reid Gerard reported acquisition or exercise transactions in this Form 4 filing.
XWELL, Inc. (XWEL) reported that director Reid Gerard received a grant of 150,000 restricted shares of common stock on August 25, 2026. The shares, with par value $0.01 and a reported grant price of $0.00 per share, vested fully on the grant date, resulting in Gerard holding 150,000 shares directly after the transaction. No Rule 10b5-1 trading plan is indicated for this award.
XWELL, Inc. (XWEL) discloses that Reid Gerard, a director of the company, has filed an initial statement of beneficial ownership on Form 3. The filing lists no reportable transactions, holdings, or derivative securities for Gerard as of the reporting date.
XWELL, Inc. (symbol: XWEL) is the issuer of record for a Form 4 filing submitted to the SEC. Wizenberg Gaelle Sandra reported acquisition or exercise transactions in this Form 4 filing.
XWELL, Inc. (XWEL) reported that director Gaelle Sandra Wizenberg received a grant of 50,000 restricted shares of common stock on August 25, 2026. The shares had a stated price of $0 and, per the footnote, vested fully on the grant date, bringing her direct holdings to 240,698 shares.
XWELL, Inc. (symbol: XWEL) is the issuer of record for a Form 4 filing submitted to the SEC. WEINSTEIN ROBERT reported acquisition or exercise transactions in this Form 4 filing.
XWELL, Inc. (XWEL) reported that director Robert Weinstein received a grant of 50,000 restricted shares of common stock on August 25, 2026. The shares vested fully on the grant date and were awarded at $0.00 per share, bringing his directly held stake to 265,231 shares.
XWELL, Inc. (symbol: XWEL) is the issuer of record for a Form 4 filing submitted to the SEC. Bernstein Bruce reported acquisition or exercise transactions in this Form 4 filing.
XWELL, Inc. (XWEL) reported that director Bruce Bernstein received a grant of 500,000 restricted shares of common stock on August 25, 2026. The shares vested fully on the grant date and were awarded at $0.00 per share, bringing his direct holdings to 839,882 shares. No Rule 10b5-1 trading plan is reported in connection with this award.
XWELL, Inc. (symbol: XWEL) is the issuer of record for a Form 4 filing submitted to the SEC. Lebowitz Michael reported acquisition or exercise transactions in this Form 4 filing.
XWELL, Inc. (XWEL) reported that director Michael Lebowitz received a grant of 50,000 restricted shares of common stock on August 25, 2026. The grant had a stated price of $0.00 per share and, according to the footnote, fully vested on the date of grant, bringing his direct holdings to 261,122 shares.