DIGITAL BRANDS GROUP INC. ANNOUNCES DATE FOR 2023 ANNUAL MEETING OF SHAREHOLDERS
AUSTIN, Texas, Nov. 10, 2023 /PRNewswire/ -- Digital Brands Group, Inc. ("we", "us", "DBG" or the "Company") (NASDAQ: DBGI), today announced that the Company's 2023 Annual Meeting of Shareholders ("Annual Meeting") will be held virtually on Friday, December 22, 2023, at 9:30 a.m. ET. The agenda of the Annual Meeting includes proposals to: elect five directors, approve an amendment to the Company's 2020 Omnibus Incentive Stock Plan (the "2020 Plan") to increase the aggregate number of shares of Common Stock authorized for issuance under the 2020 Plan, approve a CEO performance stock award agreement in compliance with Nasdaq rules and to ratify the Company's appointment of Macias Gini & O'Connell LLP as the Company's independent registered public accounting firm for the year ended December 31, 2023. Additional information regarding the Company's Annual Meeting will be disclosed in the Company's Definitive Proxy Statement to be sent to shareholders entitled to notice of and to vote at the Annual Meeting.
The record date for the determination of shareholders of the Company entitled to receive notice of and to vote at the Annual Meeting has been set as the close of business on November 7, 2023. Because the date of the Annual Meeting will be held more than 30 days after the anniversary date of the Company's 2022 annual meeting of shareholders, pursuant to Rule 14a-8 ("Rule 14a-8") under the Securities and Exchange Act of 1934, as amended (the "Exchange Act"), the Company is setting a deadline for receipt of Rule 14a-8 shareholder proposals that is a reasonable time before the Company expects to begin to print and send its proxy materials. Accordingly, the Company has fixed the new deadline for the submission of proposals to be included in the proxy statement for the Annual Meeting as November 20, 2023. Any proposal submitted after the above deadline will not be considered timely and will be excluded from the Company's proxy materials. Shareholder proposals must comply with the Company's Bylaws and the U.S. Securities and Exchange Commission's (the "SEC") rules regarding the inclusion of stockholder proposals in proxy materials and the Company may omit from its proxy materials any proposal that does not comply with the SEC's rules.
Pursuant to the Company's Bylaws, any shareholder who wishes to make a nomination or introduce an item of business at the Annual Meeting, other than pursuant to Rule 14a-8 under the Exchange Act, must comply with the procedures set forth in our Bylaws, including delivering proper notice to us in writing to our Corporate Secretary at our principal executive offices not later than the close of business on November 20, 2023, which is the tenth day following the date of this press release, and which the Company believes is reasonable time before it begins to print and mail proxy materials for the Annual Meeting. The notice must contain the information specified in our Bylaws.
In addition, to comply with the SEC's universal proxy rules, shareholders who intend to solicit proxies in support of director nominees other than the Company's nominees must provide notice in writing to our Corporate Secretary at our principal executive offices that sets forth the information required by Rule 14a-19 under the Exchange Act, no later than November 20, 2023, which is the tenth day following the date of this press release.
Notices of intention to present proposals or nominate directors at the 2023 Annual Meeting, and all supporting information required by SEC rules and our Bylaws, as applicable, must be submitted to: Corporate Secretary of Digital Brands Group, Inc., 1400 Lavaca Street, Austin, Texas 78701.
Certain statements contained in this press release constitute forward-looking statements that are made in reliance upon the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The words "anticipates," "projects," "intends," "estimates," "expects," "believes," "plans," "may," "will," "should," "could," and other similar expressions are intended to identify such forward-looking statements. Management has based these forward-looking statements on its current expectations, assumptions, estimates and projections. While they believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond management's control. These statements involve risks and uncertainties that may cause the Company's actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements as a result of various important factors, as well as market and other conditions and those risks more fully discussed in the section titled "Risk Factors" in the Company's most recent Annual Report on Form 10-K, as well as discussions of potential risks, uncertainties, and other important factors in the Company's other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and, except as required by law, the Company assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
About Digital Brands Group, Inc.
We offer a wide variety of apparel through numerous brands on a both direct-to-consumer and wholesale basis. We have created a business model derived from our founding as a digitally native-first vertical brand. Digital native first brands are brands founded as e-commerce driven businesses, where online sales constitute a meaningful percentage of net sales, although they often subsequently also expand into wholesale or direct retail channels., Unlike typical e-commerce brands, as a digitally native vertical brand we control our own distribution, sourcing products directly from our third-party manufacturers and selling directly to the end consumer. We focus on owning the customer's "closet share" by leveraging their data and purchase history to create personalized targeted content and looks for that specific customer cohort. We have strategically expanded into an omnichannel brand offering these styles and content not only on-line but at selected wholesale and retail storefronts. We believe this approach allows us opportunities to successfully drive Lifetime Value ("LTV") while increasing new customer growth.
Digital Brands Group, Inc.
Hil Davis, CEO
Phone: (800) 593-1047
SOURCE Digital Brands Group, Inc.
Released November 10, 2023