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Digital Brands Group Inc

For the period ended Oct 23, 2024. Filed Oct 23, 2024.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Oct 23, 2024 · Filed Oct 23, 2024

DBGI$0.28-39.9%Stored close · as of Nov 6, 2026
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Contents

Record Date, Voting

Only holders of record of our common stock, par value $0.0001 per share, Series A convertible preferred stock, par value $0.0001 (“Series A Convertible Preferred Stock”), and Series C convertible preferred stock, par value $0.0001 (“Series C Convertible Preferred Stock ”), at the close of business on the Record Date are entitled to notice of and to vote at the Meeting and any postponements or adjournments thereof. Stockholders may not cumulate their votes.

As of the Record Date, the following shares were issued and outstanding with the number of votes indicated:

ClassNumber of SharesVotes/ShareNumber of Votes
Common Stock9,415,783One / share9,415,783
Series A Convertible Preferred Stock6,300One / share (voting on an as-converted basis)27,082(1)
Series C Convertible Preferred Stock1,643One / share (voting on an as-converted basis)91,661(2)
(1)Number of votes for the Series A Convertible Preferred Stock is based on a fixed conversion price of $232.63 per share as of the Record Date and reflects the 1:25 reverse stock split that was effectuated on August 22, 2023.
(2)Number of votes for the Series C Convertible Preferred Stock is based on a fixed conversion price of $17.925 per share as of the Record Date and reflects the 1:25 reverse stock split that was effectuated on August 22, 2023.

Common Stock. Holders of our common stock are entitled to one vote for each share of common stock.

Series A Convertible Preferred Stock. Holders of our Series A Convertible Preferred Stock are entitled to the number of votes equal to the number of shares of Common Stock into which such stockholder’s shares of Series A Convertible Preferred Stock could have been converted on the Record Date. This number is obtained by dividing the stated value of the Series A Convertible Preferred Stock ($1,000.00) by the fixed conversion price in effect on the Record Date at $232.63 per share after reflecting the 1:25 reverse stock split that was effectuated on August 22, 2023.

Series C Convertible Preferred Stock. Holders of our Series C Convertible Preferred Stock are entitled to the number of votes equal to the number of shares of common stock into which such stockholder’s shares of Series C Convertible Preferred Stock could have been converted on the Record Date. This number is obtained by dividing the stated value of the Series C Convertible Preferred Stock ($1,000.00) by the fixed conversion price in effect on the Record Date at $17.925 per share after reflecting the 1:25 reverse stock split that was effectuated on August 22, 2023.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.