XELB Xcel Brands, Inc. - 8-K

Item 8.01 Other Events

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As previously reported, on January 21, 2026 (the “Execution Date”), Xcel Brands, Inc. (the “Company”) entered into a common stock purchase agreement (the “Purchase Agreement”) and a registration rights agreement (the “Registration Rights Agreement”), with White Lion Capital LLC (the “Investor”), pursuant to which the Investor has committed to purchase up to $15.0 million of the Company’s common stock, par value $0.001 per share (the “Common Stock”), subject to certain limitations and satisfaction of the conditions set forth in the Purchase Agreement.

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On May 20, 2026, through May 22, 2026, the Company made payments set forth below under the terms and conditions of the Purchase Agreement.

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Date of Purchase

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Number of Shares

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Average 3 Lowest Trades

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Purchase Price

05/20/2026

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2,500

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$

1.98

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$

4,950

05/22/2026

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5,000

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$

2.14

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$

10,700

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As of May 22, 2026, the accumulated amount of proceeds and shares sold under the Purchase Agreement were $15,650 and 7,500, respectively.

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