Business Context and Reporting Period
Company: Digital Brands Group, Inc. (DBGI)
Filing Type: Form 8-K (Current Report)
Date of Report: July 17, 2026
Reporting Period: The filing reports on corporate actions taken on July 15, 2026, and July 20, 2026, with an effective date for the primary action set for July 24, 2026.
Key Financial Metrics
This filing is a corporate action report and does not contain financial performance data. The following metrics are not provided in the source text:
- Revenue, profit, and cash flow: Not reported.
- Margins, debt, and liquidity: Not reported.
- Share Capital: Prior to the action, the Company was authorized to issue 1,000,000,000 shares of Common Stock. Post-action, the authorized share count is reduced to 25,000,000 shares.
Material Changes
The primary material change reported is a 1-for-40 Reverse Stock Split of the Company's Common Stock.
- Approval Date: July 15, 2026 (Board of Directors).
- Filing Date: July 20, 2026 (Certificate of Change filed with Nevada Secretary of State).
- Effective Date: July 24, 2026, at 12:01 a.m. Eastern Time.
- Trading Impact: Trading will commence on a post-split basis on July 24, 2026, under CUSIP number 25401N 606.
- Adjustments: Proportionate adjustments will be made to outstanding equity awards, equity incentive plans, warrants (exercisable for 1/40th of a share), and convertible preferred stock conversion factors.
Guidance, Outlook, and Risks
The filing does not provide financial guidance, management commentary on future outlook, or specific risk factors beyond the structural changes to the capitalization. The Company noted that stockholder approval was not required pursuant to Section 78.207 of the Nevada Revised Statutes.
Investor Verification Checklist
- Verify the effective date of the Reverse Stock Split (July 24, 2026) to ensure proper record-keeping for holdings.
- Confirm the new CUSIP number (25401N 606) for post-split trading.
- Review the impact of the 1-for-40 ratio on the number of shares held and the adjusted exercise prices of any outstanding warrants or options.
- Check the updated authorized share count (25,000,000) in the Company's charter.