Digital Brands Group amends PIPE to add $1.5M, extends registration deadline

Digital Brands Group, Inc.

Issued 1,875 additional Series D preferred shares at $1,150 stated value for $1.5M cash.
Conversion price remains 80% of 5-day low closing price; same terms as initial shares.
Registration statement deadline for resale of conversion shares extended to Dec 1, 2025.
Certain investors exercised $300k in warrants for cash at the second closing on Sept 26.
Aggregate PIPE proceeds now ~$12.725M from Series D and warrant exercise.

item 1.01 item 3.02 item 3.03 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.95

Digital Brands Group, Inc. issued 1,875 shares of Series D Preferred Stock of preferred stock to accredited investor for aggregate gross cash proceeds of $1,500,000, aggregate stated value of $2,156,250 at $1,150 per share.

Security: preferred stock
Shares: 1,875 shares of Series D Preferred Stock
Purchaser: accredited investor
Consideration: aggregate gross cash proceeds of $1,500,000, aggregate stated value of $2,156,250 at $1,150 per share

Exact text from the filing

At the second closing under the Purchase Agreement on September 26, 2025 (the “Second Closing”), the Company issued the Additional Series D Shares to Additional Investor for aggregate gross cash proceeds of $1,500,000

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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Digital Brands Group, Inc. issued Common Stock Purchase Warrants exercised in the aggregate amount of $300,000 of warrant to certain Investors for $300,000 in cash exercise.

Security: warrant
Shares: Common Stock Purchase Warrants exercised in the aggregate amount of $300,000
Purchaser: certain Investors
Consideration: $300,000 in cash exercise

Exact text from the filing

at the Second Closing, certain Investors agreed to exercise Common Stock Purchase Warrants (the “Warrants”) in the aggregate amount of $300,000 in cash in accordance with the terms and provisions of the Warrants

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Digital Brands Group, Inc.: Filed Series D COD Amendment increasing authorized shares and stated value of Series D Convertible Preferred Stock (effective 2025-09-25).

Change: charter amendment
Effective: 2025-09-25

Exact text from the filing

the Company amended the Initial Series D COD by filing that certain First Amendment to Certificate of Designations, Preferences and Rights of the Series D Convertible Preferred Stock of Digital Brands Group, Inc. (the “Series D COD Amendment”

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Digital Brands Group, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-25-015802

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