Business Context and Reporting Period
Company: Digital Brands Group, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: December 16, 2024
Event: Notice of Delisting from The Nasdaq Stock Market LLC.
Key Financial Metrics
This filing does not provide specific financial data such as revenue, profit, cash flow, margins, debt, or liquidity. The report focuses exclusively on regulatory status regarding stock listing.
Material Changes
- Delisting Determination: The Nasdaq Hearings Panel determined to delist the Company's common stock due to violations of Listing Rules 5550(a)(2) (Bid Price), 5550(b)(1) (Shareholders' Equity), and 5635 (Shareholder Approval).
- Trading Suspension: Trading of the Company's securities is scheduled to be suspended at the open of trading on December 18, 2024.
- Market Transition: The Company expects its common stock to become eligible for quotation on the OTC Pink Market under the existing symbol "DBGI".
Outlook, Risks, and Contingencies
- Appeal Process: The Company has 15 days from the notice date to request a review of the delisting decision by the Nasdaq Listing and Hearing Review Council. Alternatively, the Council may review the decision on its own motion within 45 calendar days.
- Forward-Looking Statements: The filing includes a cautionary statement regarding the uncertainty of future events, specifically the eligibility for OTC Pink Market quotation.
- Risk Factors: Investors are directed to review the "Risk Factors" section in the Company's most recent Annual Report on Form 10-K for additional uncertainties.
Investor Verification Checklist
- Confirm the exact date and time of trading suspension (December 18, 2024, market open).
- Verify the specific deficiencies cited by Nasdaq (Bid Price, Shareholders' Equity, Shareholder Approval) in the Company's recent financial statements.
- Monitor the Company's official communications regarding the filing of an appeal with the Nasdaq Listing and Hearing Review Council within the 15-day window.
- Check the OTC Markets Group website for confirmation of the ticker symbol "DBGI" and trading status on the OTC Pink Market.