XCel Brands Inc
For the period ended Dec 31, 2023. Filed Apr 19, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Apr 19, 2024
XELB$0.43+6.7%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibit and Financial Statement Schedules
INDEX TO EXHIBITS
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| ExhibitNumber | Description | |
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| 3.1 | | Amended and Restated Certificate of Incorporation of Xcel Brands, Inc. (7) |
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| 3.2 | | Third Restated and Amended Bylaws of Xcel Brands, Inc. (8) |
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| 4.1 | | Third Amended and Restated Equity Incentive Plan and Forms of Award Agreements (9) |
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| 4.2 | | 2021 Equity Incentive Plan (11) |
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| 4.3 | | Description of Registrant’s Securities (10) |
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| 4.4 | | Warrant issued to G-III Apparel Group (15) |
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| 4.5 | | Form of Representative’s Warrant issued on March 19, 2024 (14) |
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| 9.1 | | Amended and Restated Voting Agreement between Xcel Brands, Inc. and IM Ready-Made, LLC, dated as of December 24, 2013 (2) |
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| 9.2 | | Voting Agreement between Xcel Brands, Inc. and Judith Ripka Berk, dated as of April 3, 2014 (4) |
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| 9.3 | | Voting Agreement dated as of December 22, 2014 by and between Xcel Brands, Inc. and H Company IP, LLC (5) |
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| 9.4 | | Form of Voting Agreement dated as of February 11, 2019 (1) |
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| 10.1 | | Employment Agreement between the Company and Robert D’Loren dated February 27, 2019 (10) |
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| 10.2 | | Employment Agreement between the Company and James Haran dated February 27, 2019 (10) |
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| 10.3 | | Employment Agreement between the Company and Seth Burroughs dated February 27, 2019 (12) |
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| 10.4 | | Amended and Restated Fifth Amendment, entered into as of March 14, 2014 and effective as of December 24, 2013, to the Asset Purchase Agreement filed as Exhibit 10.1 (3) |
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| 10.5 | | Sublease Agreement, dated as of July 8, 2015, by and between Xcel Brands, Inc. and GBG USA Inc. (6) |
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| 10.6 | | Membership Interest Purchase Agreement (13) |
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| 10.7 | | Second Amendment to Membership Interest Purchase Agreement (15) |
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| 10.8 | | Third Amendment to Membership Interest Purchase Agreement (15) |
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| 10.9 | | Term Loan Agreement between H Halston IP, LLC, as borrower, and Israel Discount Bank, as lender, dated October 19, 2023 (15) |
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| 10.10 | | Subscription Agreement, dated as of March 15, 2024, by and between Robert W. D’Loren and Xcel Brands, Inc. (14) |
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| 10.11 | | Subscription Agreement, dated as of March 15, 2024, by and between Seth Burroughs and Xcel Brands, Inc. (14) |
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| 10.12 | | Subscription Agreement, dated as of March 15, 2024, by and between Mark X. DiSanto Investment Trust and Xcel Brands, Inc. (14) |
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| 21.1 | | Subsidiaries of the Registrant (15) |
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| 23.1 | | Independent Registered Public Accounting Firm’s Consent (16) |
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| 31(i).1 | | Rule 13a-14(a)/15d-14(a) Certification (CEO) (15) |
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| 31(i).2 | | Rule 13a-14(a)/15d-14(a) Certification (CFO) (15) |
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| 32(i).1 | | Section 1350 Certification (CEO) (15) |
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| 32(i).2 | | Section 1350 Certification (CFO) (15) |
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| 97.1 | | Clawback Policy (15) |
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| 99.1 | | IM Topco, LLC Financial Statements as of December 31, 2023 and 2022, and for the Year Ended December 31, 2023 and Period from May 11, 2022 (inception) through December 31, 2022 and Independent Auditor’s Report (16) |
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| 101.INS | | Inline XBRL Instance Document (15) |
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| 101.SCH | | Inline XBRL Taxonomy Schema (15) |
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| 101.CAL | | Inline XBRL Taxonomy Calculation Linkbase (15) |
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| 101.DEF | | Inline XBRL Taxonomy Definition Linkbase (15) |
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| 101.LAB | | Inline XBRL Taxonomy Label Linkbase (15) |
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| 101.PRE | | Inline XBRL Taxonomy Presentation Linkbase (15) |
| | | |
| 104 | | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) (15) |
| (1) | This Exhibit is incorporated by reference to the appropriate exhibit to the Current Report on Form 8-K, which was filed with the SEC on February 15, 2019. |
| (2) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on December 24, 2013. |
| (3) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on March 20, 2014. |
| (4) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on April 9, 2014. |
| (5) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on December 24, 2014. |
| (6) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on July 14, 2015. |
| (7) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on October 24, 2017. |
| (8) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on December 8, 2017. |
| (9) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Definitive Proxy Statement on Form DEF 14-A, which was filed with the SEC on August 15, 2016. |
| (10) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Annual Report on Form 10-K for the year ended December 31, 2020, which was filed with the SEC on April 23, 2021. |
| (11) | This Exhibit is incorporated by reference to the appropriate Exhibit to the revised Definitive Proxy Statement on Form DEF 14-A, which was filed with the SEC on October 20, 2021. |
| (12) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC on April 15, 2022. |
| (13) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on June 3, 2022. |
| (14) | This Exhibit is incorporated by reference to the appropriate Exhibit to the Current Report on Form 8-K, which was filed with the SEC on March 19, 2024. |
| (15) | Filed herewith. |
| (16) | To be filed by amendment. |
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