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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/13/24 Digital Brands Group, Inc. 8-K:7,9 2/13/24 12:256K Toppan Merrill/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 32K 2: EX-99.1 Miscellaneous Exhibit HTML 13K 7: R1 Cover HTML 50K 9: XML IDEA XML File -- Filing Summary XML 12K 12: XML XBRL Instance -- tm246053d1_8k_htm XML 20K 8: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 4: EX-101.DEF XBRL Definitions -- dbgi-20240213_def XML 74K 5: EX-101.LAB XBRL Labels -- dbgi-20240213_lab XML 104K 6: EX-101.PRE XBRL Presentations -- dbgi-20240213_pre XML 71K 3: EX-101.SCH XBRL Schema -- dbgi-20240213 XSD 14K 10: JSON XBRL Instance as JSON Data -- MetaLinks 27± 37K 11: ZIP XBRL Zipped Folder -- 0001104659-24-018349-xbrl Zip 25K
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
Pursuant to
Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): i February 13, 2024
(Exact name of registrant as specified in its charter)
| i Delaware | i 001-40400 | i 46-1942864 | ||
| (State
or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S.
Employer Identification Number) |
i 1400 Lavaca Street, i Austin, i TX i 78701
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions.
i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| i Common Stock, par value $0.0001 | i DBGI | i The Nasdaq Stock Market LLC | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 7.01. | Regulation FD Disclosure. |
On February 13, 2024, Digital Brands Group, Inc. (the “Company”) issued a press release announcing that it is re-affirming its fiscal year 2024 forecast of $27 million to $30 million in revenue, $6 million to $7 million in internal free cash flow and $1.5 million to $2.0 million in EBITDA. Additionally, the Company committed to no equity offerings for 2024.
The press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information included in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. The information set forth under this Item 7.01 shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press release of the registrant dated February 13, 2024. | |
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded with the Inline XBRL document | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DIGITAL BRANDS GROUP, INC. | ||
| Dated: February 13, 2024 | By: | /s/ John Hilburn Davis IV |
| Name: | John Hilburn Davis IV | |
| Title: | President and Chief Executive Officer | |
| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on / For Period end: | 2/13/24 | None on these Dates | ||
| List all Filings | ||||