Digital Brands Group, Inc.

8-K · form8-k.htm

0001668010

 2026-06-11
 2026-06-11

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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

  

  

  

 FORM
 8-K

  

  

  

 CURRENT
REPORT

 Pursuant
to Section 13 or 15(d) of the

 Securities
Exchange Act of 1934

  

 Date
of Report (Date of earliest event reported): June 11, 2026

  

  

  

 Digital
Brands Group, Inc.

 (Exact
name of registrant as specified in its charter)

  

  

  

 Nevada
  
 001-40400
  
 46-1942864

 (State
 or other jurisdiction

 of
 incorporation)

  
 (Commission

 File
 Number)

  
 (IRS
 Employer

 Identification
 Number)

  

 350
Texas Ave , Suite 250 , Round Rock , TX 78664

 (Address
of principal executive offices, including Zip Code)

  

 Registrant’s
telephone number, including area code: (212) 524-6860

  

  

  

 Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:

  

 ☐
 Written
 communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  
  

 ☐
 Soliciting
 material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  
  

 ☐
 Pre-commencement
 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  
  

 ☐
 Pre-commencement
 communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  

 Securities
registered pursuant to Section 12(b) of the Act:

  

 Title
 of each class
  
 Trading
 Symbol(s)
  
 Name
 of each exchange on which registered

 Common
 Stock, par value $0.0001 per share
  
 DBGI
  
 The
 Nasdaq Stock Market LLC

  

 Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

  

 Emerging
growth company ☐

  

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

  

  

  

  

  

  

 Item
 7.01
 Regulation
 FD Disclosure.

  

 On
June 11, 2026, Digital Brands Group, Inc. (the “Company”) issued a press release announcing that John Hilburn Davis IV, the
Company’s Chief Executive Officer, purchased $700,000 worth of shares of the Company’s common stock in open market transactions
on June 10, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein
by reference.

  

 The
information contained in this Item 7.01 and in the accompanying Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor incorporated by reference in any filing under the
Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

  

 Item
 9.01
 Financial
 Statements and Exhibits.

  

 (d)
Exhibits

  

 Exhibit

 Number

  
 Description

 99.1
  
 Press Release dated June 11, 2026

 104
  
 Cover
 Page Interactive Data File (embedded within the Inline XBRL document)

  

  

  

  

 SIGNATURES

  

 Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.

  

  
 DIGITAL
 BRANDS GROUP, INC.

  
  
  

 Date:
 June 12, 2026
 By:
 /s/
 John Hilburn Davis IV

  
 Name:
 John
 Hilburn Davis IV

  
 Title:
 President
 and Chief Executive Officer