DBGI enters 3-year exclusive apparel manufacturing deal with Univ. of Mississippi NIL collective; issues $3M in stock

Digital Brands Group, Inc.

Exclusive 3-year term to manufacture University of Mississippi apparel (excluding jerseys, polo shirts, collared shirts, quarter zips, and certain NIL items).
DBGI to invest $500K/year for 3 years into student-athlete NIL funds and spend $500K/year on digital marketing.
Consideration: DBGI issues $3M worth of common stock (based on 5-day VWAP) to The Grove Collective; make-whole provision for first 15 months if stock price declines.
Client assigns voting rights of shares via proxy to DBGI CEO John Hilburn Davis IV.
DBGI must file resale registration statement by January 2, 2026.

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