Name
|
| |
Age
|
| |
Position
|
|
John Hilburn Davis, IV | | | 49 | | | Chief Executive Officer, President, Chairman of the Board, Director Nominee | |
Mark T. Lynn | | | 37 | | | Director Nominee | |
Trevor Pettennude | | | 54 | | | Director Nominee | |
Jameeka Green Aaron | | | 41 | | | Director Nominee | |
Huong “Lucy” Doan | | | 53 | | | Director Nominee | |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” ALL NOMINEES FOR DIRECTOR.
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” AMENDMENT TO THE COMPANY’S SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE AUTHORIZED NUMBER OF SHARES OF COMMON STOCK TO 1,000,000,000 AND IN CONJUNCTION THEREWITH, TO INCREASE THE AGGREGATE NUMBER OF AUTHORIZED SHARES TO 1,010,000,000 SHARES
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR APPROVAL AMENDMENTS TO THE DIGITAL BRANDS GROUP, INC. 2020 OMNIBUS INCENTIVE STOCK PLAN
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” APPROVAL, FOR PURPOSES OF COMPLYING WITH NASDAQ LISTING RULE SECTION 5635(D) THE ISSUANCE OF ADDITIONAL SHARES OF COMMON STOCK UNDERLYING CONVERTIBLE NOTES ISSUED BY US IN OCTOBER AND NOVEMBER 2021 WITHOUT GIVING EFFECT TO THE EXCHANGE CAP IN SUCH CONVERTIBLE NOTES IN AN AMOUNT THAT MAY BE EQUAL TO OR EXCEED 20% OF OUR COMMON STOCK OUTSTANDING IMMEDIATELY PRIOR TO THE ISSUANCE OF SUCH CONVERTIBLE NOTES
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” APPROVAL, APPROVAL OF THE ISSUANCE OF MORE THAN 20% OF OUR COMMON STOCK PURSUANT TO A PURCHASE AGREEMENT WITH OASIS CAPITAL, LLC, FOR PURPOSES OF NASDAQ LISTING RULE 5635(d)
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” APPROVAL OF AN AMENDMENT OF THE COMPANY’S SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO EFFECT A REVERSE STOCK SPLIT OF THE COMPANY’S OUTSTANDING COMMON STOCK AT AN EXCHANGE RATIO BETWEEN 1-for-50 AND 1-FOR-150, AS DETERMINED BY THE COMPANY’S BOARD OF DIRECTORS
|
| |
| | |
Six Months Ended June 30,
|
| |||||||||
| | |
2022
|
| |
2021
|
| ||||||
Net revenues
|
| | | $ | 9,449,734 | | | | | $ | 13,765,815 | | |
Cost of net revenues
|
| | | | 4,948,290 | | | | | | 8,410,619 | | |
Gross profit
|
| | | | 4,501,444 | | | | | | 5,355,196 | | |
Operating expenses
|
| | | | 4,170,137 | | | | | | 4,301,578 | | |
Operating income
|
| | | | 331,307 | | | | | | 1,053,618 | | |
Other income (expenses)
|
| | | | (36,867) | | | | | | 652,104 | | |
Income before provision for income taxes
|
| | | | 294,440 | | | | | | 1,705,722 | | |
Provision for income taxes
|
| | | | (800) | | | | | | (800) | | |
Net income
|
| | | $ | 293,640 | | | | | $ | 1,704,922 | | |
| | |
Six Months Ended June 30,
|
| |||||||||
| | |
2022
|
| |
2021
|
| ||||||
Net cash provided by operating activities: | | | | | | | | | | | | | |
Net income
|
| | | $ | 293,640 | | | | | $ | 1,704,922 | | |
Non-cash adjustments
|
| | | | 27,000 | | | | | | (653,742) | | |
Change in operating assets and liabilities
|
| | | | (3,916) | | | | | | (59,207) | | |
Net cash provided by operating activities
|
| | | | 316,724 | | | | | | 991,973 | | |
Net cash provided by (used in) investing activities
|
| | | | 18,982 | | | | | | (5,000) | | |
Net cash provided by (used in) financing activities
|
| | | | 272,700 | | | | | | (734,363) | | |
Net change in cash
|
| | | $ | 608,406 | | | | | $ | 252,611 | | |
| | |
Year Ended December 31,
|
| |||||||||
| | |
2021
|
| |
2020
|
| ||||||
Net revenues
|
| | | $ | 22,800,825 | | | | | $ | 19,897,696 | | |
Cost of net revenues
|
| | | | 13,638,553 | | | | | | 8,525,612 | | |
Gross profit
|
| | | | 9,162,271 | | | | | | 11,372,084 | | |
Operating expenses
|
| | | | 8,657,442 | | | | | | 7,625,335 | | |
Operating income
|
| | | | 504,829 | | | | | | 3,746,749 | | |
Other income (expense)
|
| | | | 1,249,881 | | | | | | (45,527) | | |
Income before provision for income taxes
|
| | | | 1,754,710 | | | | | | 3,701,222 | | |
Provision for income taxes
|
| | | | 800 | | | | | | 800 | | |
Net income
|
| | | $ | 1,753,911 | | | | | $ | 3,700,422 | | |
| | |
Year Ended December 31,
|
| |||||||||
| | |
2021
|
| |
2020
|
| ||||||
Net cash provided by operating activities: | | | | | | | | | | | | | |
Net income
|
| | | $ | 1,753,911 | | | | | $ | 3,700,422 | | |
Non-cash adjustments
|
| | | $ | (1,255,981) | | | | | $ | 149,618 | | |
Change in operating assets and liabilities
|
| | | $ | 421,928 | | | | | $ | (1,880,989) | | |
Net cash provided by (used in) operating activities
|
| | | $ | 919,859 | | | | | $ | 1,969,051 | | |
Net cash used in investing activities
|
| | | $ | — | | | | | $ | (11,430) | | |
Net cash provided by (used in) financing activities
|
| | | $ | (1,236,063) | | | | | $ | (1,429,829) | | |
Net change in cash
|
| | | $ | (316,204) | | | | | $ | 527,792 | | |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” APPROVAL FOR PURPOSES OF COMPLYING WITH NASDAQ LISTING RULE 5635(A) THE ISSUANCE OF SHARES OF COMMON STOCK AS PARTIAL CONSIDERATION FOR OUR ACQUISITION OF ALL OF THE OUTSTANDING MEMBERSHIP INTERESTS OF SUNNYSIDE, LLC
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE TO RATIFY THE APPOINTMENT OF DBBMCKENNON, LLC
|
| |
| |
THE BOARD OF DIRECTORS RECOMMENDS A VOTE TO APPROVE THE ADJOURNMENT PROPOSAL
|
| |
NAME
|
| |
AGE
|
| |
POSITION
|
|
John Hilburn Davis, IV | | |
49
|
| | Chief Executive Officer, President, Chairman of the Board, Director Nominee | |
Mark T. Lynn | | |
37
|
| | Director Nominee | |
Trevor Pettennude(1) | | |
54
|
| | Director Nominee | |
Jameeka Green Aaron(1) | | |
41
|
| | Director Nominee | |
Huong “Lucy” Doan(1) | | |
53
|
| | Director Nominee | |
NAME
|
| |
AGE
|
| |
POSITION
|
|
John Hilburn Davis IV | | |
49
|
| | Chief Executive Officer | |
Laura Dowling | | |
42
|
| | Chief Operating Officer | |
Reid Yeoman | | |
39
|
| | Chief Financial Officer | |
Name and Principal Position
|
| |
Fiscal
Year |
| |
Salary(1)
|
| |
Bonus
|
| |
Option
Awards |
| |
All Other
Compensation(2) |
| |
Total
|
| |||||||||||||||
John “Hil” Davis, President and Chief Executive Officer
|
| |
2021
|
| | | $ | 350,000 | | | | | $ | — | | | | | | 3,704,483 | | | | | $ | 233,184 | | | | | $ | 4,287,667 | | |
| | |
2020
|
| | | $ | 222,500 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 222,500 | | |
Laura Dowling, Chief Marketing Officer
|
| |
2021
|
| | | $ | 300,000 | | | | | $ | — | | | | | $ | 691,135 | | | | | $ | — | | | | | $ | 991,135 | | |
| | |
2020
|
| | | $ | 258,231 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 258,231 | | |
Reid Yeoman, Chief Financial Officer
|
| |
2021
|
| | | $ | 250,000 | | | | | $ | — | | | | | $ | 176,623 | | | | | $ | — | | | | | $ | 426,623 | | |
| | |
2020
|
| | | $ | 225,000 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 225,000 | | |
Name of Beneficial Owner
|
| |
Number of Shares
Beneficially Owned |
| |
Percentage of
Shares Beneficially Owned |
| ||||||
Executive Officers and Directors | | | | | | | | | | | | | |
John “Hil” Davis(1)
|
| | | | 1,713,641 | | | | | | 3.5% | | |
Laura Dowling(2)
|
| | | | 334,667 | | | | | | * | | |
Reid Yeoman(3)
|
| | | | 114,000 | | | | | | * | | |
Mark Lynn(4)
|
| | | | 507,386 | | | | | | 1.0% | | |
Trevor Pettennude(5)
|
| | | | 328,625 | | | | | | * | | |
Jameeka Aaron(6)
|
| | | | 15,000 | | | | | | * | | |
Huong “Lucy” Doan(7)
|
| | | | 20,000 | | | | | | * | | |
All executive officers, directors and director nominees as a group (7 persons)(8)
|
| | | | 3,033,319 | | | | | | % | | |
Additional 5% Stockholders | | | | | | | | | | | | | |
Drew Jones(9)
|
| | | | 2,192,771 | | | | | | 4.5% | | |
2736 Routh Street
|
| | | | | | | | | | | | |
Dallas, Texas 75201
|
| | | | | | | | | | | | |
Moise Emquies
|
| | | | 1,046,462 | | | | | | 2.1% | | |
Norwest Venture Partners XI, LP
|
| | | | 664,151 | | | | | | 1.4% | | |
Norwest Venture Partners XII, LP
|
| | | | 664,151 | | | | | | 1.4% | | |
| | |
Page
|
| |||
| | | | D-1 | | | |
| | | | D-7 | | | |
| | | | D-7 | | | |
| | | | D-7 | | | |
| | | | D-8 | | | |
| | | | D-8 | | | |
| | | | D-9 | | | |
| | | | D-10 | | | |
| | | | D-10 | | | |
| | | | D-11 | | | |
| | | | D-11 | | | |
| | | | D-11 | | | |
| | | | D-12 | | | |
| | | | D-12 | | | |
| | | | D-12 | | | |
| | | | D-12 | | | |
| | | | D-13 | | | |
| | | | D-13 | | | |
| | | | D-13 | | | |
| | | | D-13 | | | |
| | | | D-13 | | | |
| | | | D-14 | | | |
| | | | D-15 | | | |
| | | | D-15 | | | |
| | | | D-15 | | | |
| | | | D-15 | | | |
| | | | D-15 | | | |
| | | | D-16 | | | |
| | | | D-16 | | | |
| | | | D-16 | | | |
| | | | D-16 | | | |
| | | | D-17 | | | |
| | | | D-17 | | | |
| | | | D-17 | | | |
| | | | D-18 | | | |
| | | | D-18 | | | |
| | | | D-18 | | | |
| | | | D-18 | | |
| | |
Page
|
| |||
| | | | D-18 | | | |
| | | | D-18 | | | |
| | | | D-19 | | | |
| | | | D-19 | | | |
| | | | D-19 | | | |
| | | | D-19 | | | |
| | | | D-19 | | | |
| | | | D-19 | | | |
| | | | D-19 | | | |
| | | | D-20 | | | |
| | | | D-20 | | | |
| | | | D-21 | | | |
| | | | D-21 | | | |
| | | | D-21 | | | |
| | | | D-22 | | | |
| | | | D-22 | | | |
| | | | D-22 | | | |
| | | | D-22 | | | |
| | | | D-23 | | | |
| | | | D-23 | | | |
| | | | D-24 | | | |
| | | | D-25 | | | |
| | | | D-25 | | | |
| | | | D-25 | | | |
| | | | D-26 | | | |
| | | | D-26 | | | |
| | | | D-26 | | | |
| | | | D-27 | | | |
| | | | D-27 | | | |
| | | | D-28 | | | |
| | | | D-28 | | | |
| | | | D-29 | | | |
| | | | D-29 | | | |
| | | | D-29 | | | |
| | | | D-29 | | | |
| | | | D-30 | | | |
| | | | D-30 | | | |
| | | | D-31 | | |
| | |
Page
|
| |||
| | | | D-31 | | | |
| | | | D-31 | | | |
| | | | D-31 | | | |
| | | | D-31 | | | |
| | | | D-31 | | | |
| | | | D-32 | | | |
| | | | D-32 | | | |
| | | | D-32 | | | |
| | | | D-32 | | | |
| | | | D-32 | | | |
| | | | D-33 | | |