Overview
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- TickerXELB on Nasdaq1
- IndustryPatent Owners & Lessors1
- HeadquartersNew York, New York1
- Incorporated inDE2
- Business address1333 Broadway, 10Th Floor, New York, Ny 100182
- Filer categoryNon-accelerated filer, Smaller reporting company2
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The "Halston," "Halston Heritage," "H by Halston ® ," "H Halston ™ ," "Roy Frowick," "Judith Ripka LTD ™ ," "Judith Ripka Collection ™ ," "Judith Ripka Legacy ™ ," "Judith Ripka ® ,” "Judith Ripka Sterling ™ ," "C Wonder ™ ," "C Wonder Limited ™ ," and "TowerHill" brands and all related logos and other trademarks or service marks of the Company appearing in this Annual Report are the property of the Company. Brands and all related logos and other trademarks or service marks of other entities (for example, QVC, HSN, JTV, etc.) are the property of those respective entities.3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Selling, general and admin94¢$4.6M
- Other costs4¢$217.0K
- Income tax2¢$75.0K
Out of $4.9M in revenue.4 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net revenue | $4.9M | $8.3M |
| Cost of goods sold | $445.0K | |
| Gross profit | $4.9M | $7.8M |
| Salaries, benefits and employment taxes | $3.9M | $5.9M |
| Other selling, general and administrative expenses | $4.6M | $6.8M |
| Total direct operating costs and expenses | $8.6M | $12.8M |
| Operating loss before other operating costs and expenses (income) | -$3.6M | -$4.9M |
| Depreciation and amortization | $3.6M | $4.9M |
| Asset impairment charges | $3.5M | |
| Loss from equity investments | $6.0M | $11.8M |
| Gain on divestiture of Lori Goldstein Brand | -$3.8M | |
| Operating loss | -$13.2M | -$21.4M |
| Interest expense | $2.1M | $618.0K |
| Other interest and finance charges (income), net | $338.0K | $26.0K |
| Loss on early extinguishment of debt | $1.9M | $287.0K |
| Interest and finance expense (income), net | $4.3M | $931.0K |
| Loss before income taxes | -$17.5M | -$22.3M |
| Income tax provision | $75.0K | $220.0K |
| Net loss | -$17.6M | -$22.6M |
| Net loss attributable to noncontrolling interest | -$111.0K | -$165.0K |
| Net loss attributable to Xcel Brands, Inc. stockholders | -$17.5M | -$22.4M |
| Basic net loss per share | -$5.08 | -$9.84 |
| Diluted net loss per share | -$5.08 | -$9.84 |
| Basic weighted average common shares outstanding | 3.4M shares | 2.3M shares |
| Diluted weighted average common shares outstanding | 3.4M shares | 2.3M shares |
| Reverse stock split ratio | 0 pure |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 4 fiscal years (annual) or 4 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2025-02-28 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $1.1M | $1.3M | ||
| Accounts receivable, net | $956.0K | $2.3M | ||
| Prepaid expenses and other current assets | $1.6M | $520.0K | ||
| Total current assets | $3.7M | $4.0M | ||
| Property and equipment, net | $130.0K | $182.0K | ||
| Operating lease right-of-use assets | $3.0M | $3.8M | ||
| Trademarks and other intangibles, net | $31.2M | $34.8M | ||
| Investments in unconsolidated affiliates | $0 | $10.1M | ||
| Other assets | $912.0K | $911.0K | ||
| Total non-current assets | $35.3M | $49.7M | ||
| Total Assets | $38.9M | $53.8M | ||
| Accounts payable, accrued expenses and other current liabilities | $1.1M | $2.7M | ||
| Deferred revenue | $1.3M | $1.4M | ||
| Accrued income taxes payable | $85.0K | $554.0K | ||
| Current portion of operating lease obligations | $1.7M | $1.5M | ||
| Current portion of long-term debt | $3.2M | |||
| Contingent obligation | $4.2M | |||
| Total current liabilities | $7.5M | $10.4M | ||
| Deferred revenue | $1.8M | $2.7M | ||
| Long-term portion of operating lease obligations | $3.7M | $5.3M | ||
| Long-term debt, net, less current portion | $9.5M | $6.6M | ||
| Other long-term liabilities | $722.0K | $431.0K | ||
| Total long-term liabilities | $15.6M | $15.0M | ||
| Total Liabilities | $23.1M | $25.4M | ||
| Common stock, $.001 par value, 50,000,000 shares authorized, and 5,880,757 and 2,368,072 shares issued and outstanding at December 31, 2025 and 2024, respectively | $6.0K | $2.0K | ||
| Paid-in capital | $111.7M | $106.7M | ||
| Accumulated deficit | -$93.7M | -$76.2M | ||
| Total Xcel Brands, Inc. stockholders' equity | $18.0M | $30.4M | ||
| Noncontrolling interest | -$2.1M | -$2.0M | ||
| Total Stockholders' Equity | $15.8M | $28.4M | $48.2M | |
| Total Liabilities and Stockholders' Equity | $38.9M | $53.8M | ||
| Preferred stock, par value (in dollars per share) | $0.00 | |||
| Preferred stock, shares authorized (in shares) | 1.0M shares | |||
| Preferred stock, shares issued (in shares) | 0 shares | |||
| Preferred stock, shares outstanding (in shares) | 0 shares | |||
| Common stock, par value (in dollars per share) | $0.00 | |||
| Common stock, shares authorized (in shares) | 50.0M shares | |||
| Common stock, shares issued (in shares) | 5.9M shares | 2.4M shares | ||
| Common stock, shares outstanding (in shares) | 5.9M shares | 23.8M shares | 2.4M shares |
| Period ending | 2025-12-31 | 2025-02-28 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|---|
| Cash and cash equivalents | $1.1M | $1.3M | ||
| Accounts receivable, net | $956.0K | $2.3M | ||
| Prepaid expenses and other current assets | $1.6M | $520.0K | ||
| Total current assets | $3.7M | $4.0M | ||
| Property and equipment, net | $130.0K | $182.0K | ||
| Operating lease right-of-use assets | $3.0M | $3.8M | ||
| Trademarks and other intangibles, net | $31.2M | $34.8M | ||
| Investments in unconsolidated affiliates | $0 | $10.1M | ||
| Other assets | $912.0K | $911.0K | ||
| Total non-current assets | $35.3M | $49.7M | ||
| Total Assets | $38.9M | $53.8M | ||
| Accounts payable, accrued expenses and other current liabilities | $1.1M | $2.7M | ||
| Deferred revenue | $1.3M | $1.4M | ||
| Accrued income taxes payable | $85.0K | $554.0K | ||
| Current portion of operating lease obligations | $1.7M | $1.5M | ||
| Current portion of long-term debt | $3.2M | |||
| Contingent obligation | $4.2M | |||
| Total current liabilities | $7.5M | $10.4M | ||
| Deferred revenue | $1.8M | $2.7M | ||
| Long-term portion of operating lease obligations | $3.7M | $5.3M | ||
| Long-term debt, net, less current portion | $9.5M | $6.6M | ||
| Other long-term liabilities | $722.0K | $431.0K | ||
| Total long-term liabilities | $15.6M | $15.0M | ||
| Total Liabilities | $23.1M | $25.4M | ||
| Common stock, $.001 par value, 50,000,000 shares authorized, and 5,880,757 and 2,368,072 shares issued and outstanding at December 31, 2025 and 2024, respectively | $6.0K | $2.0K | ||
| Paid-in capital | $111.7M | $106.7M | ||
| Accumulated deficit | -$93.7M | -$76.2M | ||
| Total Xcel Brands, Inc. stockholders' equity | $18.0M | $30.4M | ||
| Noncontrolling interest | -$2.1M | -$2.0M | ||
| Total Stockholders' Equity | $15.8M | $28.4M | $48.2M | |
| Total Liabilities and Stockholders' Equity | $38.9M | $53.8M | ||
| Preferred stock, par value (in dollars per share) | $0.00 | |||
| Preferred stock, shares authorized (in shares) | 1.0M shares | |||
| Preferred stock, shares issued (in shares) | 0 shares | |||
| Preferred stock, shares outstanding (in shares) | 0 shares | |||
| Common stock, par value (in dollars per share) | $0.00 | |||
| Common stock, shares authorized (in shares) | 50.0M shares | |||
| Common stock, shares issued (in shares) | 5.9M shares | 2.4M shares | ||
| Common stock, shares outstanding (in shares) | 5.9M shares | 23.8M shares | 2.4M shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net loss | -$17.6M | -$22.6M |
| Depreciation and amortization expense | $3.6M | $4.9M |
| Asset impairment charges | $3.5M | |
| Paid in-kind interest expense | $710.0K | |
| Amortization of deferred finance costs and other non-cash interest expense | $522.0K | $115.0K |
| Stock-based compensation and cost of licensee warrants | $570.0K | $403.0K |
| Provision for credit losses | $30.0K | $17.0K |
| Loss from equity investments | $6.0M | $11.8M |
| Loss on early extinguishment of debt | $1.9M | $287.0K |
| Gain on divestiture of Lori Goldstein Brand | -$3.8M | |
| Accounts receivable | $1.3M | $1.2M |
| Inventory | $453.0K | |
| Prepaid expenses and other current and non-current assets | -$44.0K | -$279.0K |
| Deferred revenue | -$939.0K | -$398.0K |
| Accounts payable, accrued expenses, accrued income taxes payable, and other current liabilities | -$2.3M | $16.0K |
| Lease-related assets and liabilities | -$699.0K | -$794.0K |
| Other long-term liabilities | $1.0K | $391.0K |
| Net cash used in operating activities | -$7.0M | -$4.7M |
| Purchase of property and equipment | -$10.0K | -$112.0K |
| Net cash used in investing activities | -$10.0K | -$112.0K |
| Proceeds from public offering and private placement transactions, net of transaction costs | $2.0M | $1.9M |
| Proceeds from private investment in public equity transaction, net of transaction costs | $1.8M | |
| Proceeds from long-term debt | $5.7M | $8.0M |
| Payment of deferred finance costs | -$567.0K | -$922.0K |
| Shares repurchased including vested restricted stock in exchange for withholding taxes | -$204.0K | -$107.0K |
| Payment of long-term debt | -$750.0K | -$5.0M |
| Net cash provided by financing activities | $7.9M | $3.8M |
| Net increase (decrease) in cash, cash equivalents, and restricted cash | $896.0K | -$1.0M |
| Recognition of operating lease right-of-use asset | $2.6M | |
| Recognition of operating lease obligation | $2.6M | |
| Issuance of warrants in connection with debt refinancing | $648.0K | $481.0K |
| Cash paid during the year for interest | $814.0K | $505.0K |
| Cash paid during the year for income taxes | $515.0K |
No quarter-by-quarter statement was filed.
Corporate structure
XCel Brands, Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of XCel Brands, Inc.
- Potomac Capital Management, Inc. Filed SCHEDULE 13G/A on XCel Brands, Inc., latest Feb 17, 2026 (3 filings since Sep 2, 2025)
- Mark Disanto Filed SCHEDULE 13D/A on XCel Brands, Inc., latest Aug 27, 2025
- Loren Robert W. D. Filed SCHEDULE 13D/A on XCel Brands, Inc., latest Aug 14, 2025
- Summit Trail Advisors, LLC Filed SC 13G on XCel Brands, Inc., latest Jan 30, 2024
- XCel Brands, Inc. New York, New York
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What XCel Brands, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, net | $130.0K4 Dec 31, 2025 | $182.0K4 Dec 31, 2024 | −28.6% |
| Operating-lease assets (leased space) | $3.0M4 Dec 31, 2025 | $3.8M4 Dec 31, 2024 | −19.9% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $1.1M4 Dec 31, 2025 | $1.3M4 Dec 31, 2024 | −8.3% |
| Stakes in other companies (equity method) | $04 Dec 31, 2025 | $10.1M4 Dec 31, 2024 | −100.0% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $31.2M4 Dec 31, 2025 | $34.8M4 Dec 31, 2024 | −10.2% |
| Finite-lived intangibles, gross | $59.0M4 Dec 31, 2025 | $59.0M4 Dec 31, 2024 | 0% |
| Accumulated amortization | $27.8M4 Dec 31, 2025 | $24.2M4 Dec 31, 2024 | +14.6% |
| Finite-lived intangibles, net | $31.2M4 Dec 31, 2025 | $34.8M4 Dec 31, 2024 | −10.2% |
Inventory
Properties, in its own words
We currently lease and maintain our corporate offices and operations facility located at 550 Seventh Avenue, 11th floor, New York, New York. We entered into a lease agreement effective February 29, 2024 for such offices of approximately 12,000 square feet of office space. This lease commenced in April 2024 and shall expire in 2031.
We also currently lease approximately 29,600 square feet of office space at 1333 Broadway, 10th floor, New York, New York; this location represented our former corporate offices and operations facility and this lease shall expire on October 30, 2027. We have subleased this office space to a third-party subtenant through October 30, 2027.
Item 2 of the 10-K filed Apr 15, 2026.3
Leadership
Who has led XCel Brands, Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
Chief financial officer
- Chief executive officerCristiano Davide Germinario Jan 5, 2011 to Jan 5, 201112
- Chief executive officerLoren Robert W. D. Oct 11, 2011 to now13
- Chief executive officerFahad M. Syed Jan 25, 2006 to Apr 24, 200614
- Chief executive officerJeffrey Robinson Feb 28, 2006 to Feb 28, 200615
- ChairLoren Robert W. D. Oct 11, 2011 to now13
- Chief financial officerJames D. Fielding Apr 3, 2020 to Apr 3, 202016
- Chief financial officerRichard Kirschenbaum Apr 4, 2017 to Apr 4, 201717
- Chief financial officerJames Haran Oct 11, 2011 to Apr 4, 201718
Board members and other officers (20)
- OfficerLoren Robert W. D. Apr 4, 2017 to Apr 4, 201719
- Resigned as CEOas of 12/30/10Fahad M. Syed Jan 5, 2011 to Jan 5, 201120
- OfficerGiuseppe Falco Oct 11, 2011 to Jan 26, 201721
- OfficerMarisa Gardini Oct 11, 2011 to Jan 7, 201422
- Exec VP & TreasSeth Burroughs Oct 11, 2011 to now23
- Board memberDeborah Weinswig Apr 4, 2018 to now24
- Board memberJames D. Fielding Jul 20, 2018 to now25
- Board memberLoren Robert W. D. Apr 4, 2017 to Apr 4, 201719
- Board memberRichard Kirschenbaum Aug 12, 2016 to Apr 4, 201826
- Board memberMichael Francis Jun 4, 2015 to Apr 3, 202027
- Board memberBen Malka Dec 24, 2014 to Apr 12, 201928
- Board memberMarisa Gardini Apr 18, 2012 to Apr 10, 201529
- Board memberJack Dweck Dec 5, 2012 to May 19, 201430
- Board memberCristiano Davide Germinario Jan 5, 2011 to Jan 5, 201112
- Board memberHatchard Stephen J. Cole Jan 12, 2011 to Jan 12, 201131
- Board memberHoward M. Liebman Oct 20, 2011 to now32
- Board memberMark Disanto Oct 20, 2011 to now33
- Board memberFahad M. Syed Jan 25, 2006 to Jan 5, 201114
- Board memberJeffrey Robinson Feb 28, 2006 to Feb 28, 200615
- Board memberJoseph Perno Apr 24, 2006 to Apr 24, 200634
Former names
Timeline
- Oct 2, 20268-K Listing notice or transfer35
- Aug 19, 20268-K Entered a material agreement36
- Jun 23, 20268-K Regulation FD disclosure37
- May 26, 20268-K Other events38
- Apr 30, 20268-K Entered a material agreement39
- Apr 17, 20268-K Entered a material agreement; New debt or obligation; Unregistered sale of shares40
- Mar 24, 20268-K Entered a material agreement; New debt or obligation41
- Feb 24, 20268-K Entered a material agreement; New debt or obligation42
- Jan 23, 20268-K Entered a material agreement; Unregistered sale of shares43
- Dec 19, 20258-K Entered a material agreement; Unregistered sale of shares44
- Dec 5, 20258-K Shareholder vote45
- Oct 10, 20258-K Entered a material agreement46
- Oct 11, 2011New chief executive Loren Robert W. D. becomes CEO13
- Jan 5, 2011New chief executive Cristiano Davide Germinario becomes CEO12
- Feb 28, 2006New chief executive Jeffrey Robinson becomes CEO15
- Jan 25, 2006New chief executive Fahad M. Syed becomes CEO14
Calendar
Coming up
- Nov 18, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($2.02) a share, on Nov 19, 2025.47
When it reported results
- Aug 15, 2025Reported quarterly or annual results48
- Jul 24, 2024Reported quarterly or annual results49
- Apr 19, 2024Reported quarterly or annual results50
- Mar 7, 2024Reported quarterly or annual results51
- Aug 15, 2023Reported quarterly or annual results52
- Nov 17, 2022Reported quarterly or annual results53
- Aug 17, 2022Reported quarterly or annual results54
- Apr 20, 2022Reported quarterly or annual results55
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
202 filings to the SEC since October 2021: 7 annual reports, 15 quarterly reports, 51 major events, 73 insider forms, 6 large holders, 50 other. The latest 20:
- Oct 2, 20268-K EDGAR
- Oct 2, 20264 OWNERSHIP DOCUMENT EDGAR
- Sep 2, 20264 OWNERSHIP DOCUMENT EDGAR
- Aug 31, 20264 OWNERSHIP DOCUMENT EDGAR
- Aug 27, 20264 OWNERSHIP DOCUMENT EDGAR
- Aug 25, 20264 OWNERSHIP DOCUMENT EDGAR
- Aug 19, 20268-K EDGAR
- Aug 19, 2026424B5 EDGAR
- Aug 13, 202610-Q EDGAR
- Aug 6, 202610-K/A EDGAR
- Jul 9, 20264 OWNERSHIP DOCUMENT EDGAR
- Jun 23, 20268-K EDGAR
- Jun 1, 20264 OWNERSHIP DOCUMENT EDGAR
- May 26, 20268-K EDGAR
- May 14, 202610-Q EDGAR
- May 6, 2026EFFECT EDGAR
- May 4, 2026CORRESP EDGAR
- May 4, 20264 OWNERSHIP DOCUMENT EDGAR
- Apr 30, 20268-K EDGAR
- Apr 24, 2026S-1/A EDGAR
The 202 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
13 open-market trades by officers, directors and large owners since October 2021: 13 buys and 0 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 28, 2026 | D LOREN ROBERT WCEO and Chairman | Buy | 3,500 | $0.96 | $3.4K | Form 4 |
| Aug 27, 2026 | D LOREN ROBERT WCEO and Chairman | Buy | 2,000 | $0.96 | $1.9K | Form 4 |
| Aug 26, 2026 | D LOREN ROBERT WCEO and Chairman | Buy | 10,000 | $0.96 | $9.6K | Form 4 |
| Aug 24, 2026 | D LOREN ROBERT WCEO and Chairman | Buy | 10,000 | $0.88 | $8.8K | Form 4 |
| Aug 21, 2026 | D LOREN ROBERT WCEO and Chairman | Buy | 12,000 | $0.87 | $10.4K | Form 4 |
| Dec 17, 2025 | D LOREN ROBERT WCEO and Chairman | Buy | 81,466 | $1.17 | $95.3K | Form 4 |
| Dec 5, 2025 | D LOREN ROBERT WCEO and Chairman | Buy | 50,000 | $0.35 | $17.5K | Form 4 |
| Dec 5, 2025 | DiSanto MarkDirector | Buy | 50,000 | $0.35 | $17.5K | Form 4 |
| Aug 4, 2025 | D LOREN ROBERT WCEO and Chairman | Buy | 124,200 | $1.10 | $136.6K | Form 4 |
| Aug 4, 2025 | DiSanto MarkDirector | Buy | 91,800 | $1.10 | $101.0K | Form 4 |
| Mar 15, 2024 | DiSanto MarkDirector | Buy | 146,250 | $0.65 | $95.1K | Form 4 |
| Mar 15, 2024 | D LOREN ROBERT WCEO and Chairman | Buy | 146,250 | $0.65 | $95.1K | Form 4 |
| Mar 15, 2024 | Burroughs SethEVP of BD Treasurer Secretary | Buy | 32,500 | $0.65 | $21.1K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- Potomac Capital Management, Inc.SCHEDULE 13G/A, 3 filings Sep 2, 2025 to Feb 17, 202656
- Mark DisantoSCHEDULE 13D/A, 1 filing Aug 27, 202557
- Loren Robert W. D.SCHEDULE 13D/A, 1 filing Aug 14, 202558
- Summit Trail Advisors, LLCSC 13G, 1 filing Jan 30, 202459
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2024 | Robert W. D’LorenCEO and Chairman | 67 | $936.3K60 | |
| 2024 | James F. HaranCFO | $366.8K60 | ||
| 2024 | Seth BurroughsEVP - Business | $340.6K60 | ||
| 2023 | Robert W. D’LorenCEO and Chairman | 67 | $1.1M60 | |
| 2023 | James F. HaranCFO | $374.9K60 | ||
| 2023 | Development | $348.5K60 |
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Summit Trail Advisors, LLC | 331,436 | $596.6K | 0.0% | No change |
| Potomac Capital Management, Inc. | 250,058 | $450.1K | 0.3% | −158,342 |
| Citadel Advisors LLC | 48,293 | $86.9K | 0.0% | +4,780 |
| Geode Capital Management, LLC | 27,817 | $50.1K | 0.0% | −30,052 |
| Vanguard Capital Management LLC | 27,759 | $50.0K | 0.0% | +19,983 |
| Vanguard Fiduciary Trust Co | 27,400 | $49.3K | 0.0% | New |
| Two Sigma Investments, LP | 16,518 | $29.7K | 0.0% | −587 |
| Susquehanna International Group, Llp | 11,985 | $21.6K | 0.0% | New |
| Morgan Stanley | 10,000 | $18.0K | 0.0% | No change |
| UBS Group AG | 1,675 | $3.0K | 0.0% | +1,197 |
| Caitong International Asset Management Co., Ltd | 2 | $4 | 0.0% | New |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How XCel Brands, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARXCel Brands, Inc.1
- CIK0001083220
- Employer ID (EIN)76-03078193
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)6794 Patent Owners & Lessors1
- SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
- Business address1333 Broadway, 10Th Floor, New York, NY 100181
- Phone(347) 727-24741
- Shares outstanding6,560,274 as of Aug 2, 202611
- Public float$1.7M as of Jun 30, 20253
- AuditorWolf & Company, P.C., Boston, Massachusetts PCAOB ID 3923
- On EDGAR sinceApr 6, 19991
- Filings922 in all: 4 (303), 8-K (181), 10-Q (56), 3 (46), SC 13D/A (30), 10QSB (22), CORRESP (22), NT 10-Q (22)1
All 57 form types
10-K (19), UPLOAD (19), NT 10-K (14), SC 13D (14), SC 13G/A (14), DEF 14A (12), SC 13G (10), EFFECT (9), S-1/A (9), 10KSB (7), 8-K/A (7), DEF 14C (7), PRE 14C (7), 424B3 (6), RW (6), 10QSB/A (5), PRE 14A (5), S-1 (5), SC 14F1 (5), 10KSB/A (4), 4/A (4), 424B5 (4), S-8 (4), 10-K/A (3), DEFA14A (3), POS AM (3), S-3 (3), SB-2 (3), 5 (2), 5/A (2), CT ORDER (2), D (2), PRER14C (2), S-3/A (2), SCHEDULE 13D/A (2), SCHEDULE 13G/A (2), 10-Q/A (1), 10SB12G (1), 10SB12G/A (1), 3/A (1), 424B4 (1), 8-A12B (1), CERTNAS (1), DEFM14C (1), DEFR14A (1), DRS (1), FWP (1), PREM14C (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Apr 15, 2026
Quarterly report (10-Q) Aug 13, 2026
Proxy statement (DEF 14A) Oct 17, 2025
Latest 8-K (8-K) Oct 2, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.001 par value per share | XELB | NASDAQ |
From the cover page of the 10-K filed Apr 15, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks XCel Brands, Inc. names in Item 1A of its 10-K filed Apr 15, 2026: 41 risks under these headings, as written.3
- Risks Related to Our Business
- We have a limited amount of cash to grow our operations. If we cannot obtain additional sources of cash, our growth prospects and future profitability will likely be materially adversely affected, and we may not be able to implement our business plan. Such additional financing may not be available on satisfactory terms or it may not be available when needed, or at all.
- Our financial statements have been prepared assuming that we will continue as a going concern.
- Our debt obligations could impair our liquidity and financial condition, and in the event we are unable to meet our debt obligations, we could lose ownership of our trademarks and/or other assets.
- A substantial portion of our revenue is concentrated with a limited number of licensees such that the loss of any of such licensees could decrease our revenue and impair our cash flows.
- Our agreements with Qurate restrict us from selling products under our brands with certain retailers, or branded products we sell on Qurate to any other retailer except certain interactive television channels in other territories approved by Qurate, and provides Qurate with a right to terminate the respective agreement if we breach these provisions.
- The failure of our licensees to adequately produce, market, source, and sell quality products bearing our brand names in their license categories or to pay their obligations under their license agreements could result in a decline in our results of operations.
- Our business is dependent on continued market acceptance of our brands and any future brands we may acquire, and the products of our licensees.
- Use of social media and influencers may materially and adversely affect our reputation or subject us to fines or other penalties.
- If we are unable to anticipate and respond to changing customer preferences and shifts in fashion and industry trends in a timely manner, our business, financial condition, and operating results could be harmed.
- If major department, mass merchant, and specialty store chains consolidate, continue to close stores, or cease to do business, our business could be negatively affected.
- We expect to achieve growth based upon our plans to expand our business under our existing brands and brands we may develop independently or through collaborations or acquire. If we fail to manage our expected future growth, our business and operating results could be materially harmed.
The other 30 risks
- We are dependent upon our Chief Executive Officer and other key executives. If we lose the services of these individuals, we may not be able to fully implement our business plan and future growth strategy, which would harm our business and prospects.
- If we are unable to identify and successfully acquire additional trademarks or enter into collaborations for brands, our growth may be limited and, even if additional trademarks are acquired or collaborations are formed, we may not realize anticipated benefits due to integration or licensing difficulties.
- Intense competition in the apparel, fashion, and jewelry industries could reduce our sales and profitability.
- Because of the intense competition within our existing and potential licensees’ markets and the strength of some of their competitors, our licensees may not be able to continue to compete successfully.
- If our competition for licenses increases, or any of our current licensees elect not to renew their licenses or renew on terms less favorable than today, our growth plans could be slowed and our business, financial condition and results of operations would be adversely affected.
- Difficulties with foreign sourcing may adversely affect our business.
- Our failure to protect our proprietary rights could compromise our competitive position and decrease the value of our brands.
- Risks Related to an Investment in Our Securities
- Management exercises significant control over matters requiring shareholder approval, which may result in the delay or prevention of a change in our control.
- Our failure to meet the continued listing requirements of the Nasdaq Capital Market could result in a delisting of our common stock, which could negatively impact the market price and liquidity of our common stock and our ability to access the capital markets.
- Our common stock may be subject to the penny stock rules adopted by the SEC that require brokers to provide extensive disclosure to their customers prior to executing trades in penny stocks. These disclosure requirements may cause a reduction in the trading activity of our common stock, which could make it more difficult for our stockholders to sell their securities.
- Our common stock has historically been thinly traded, and you may be unable to sell at or near ask prices or at all if you need to sell or liquidate a substantial number of shares at one time.
- The market price of our common stock has declined over the past several years and may be volatile, which could reduce the market price of our common stock.
- We may issue a substantial number of shares of common stock upon exercise of outstanding warrants and options.
- Holders of our common stock may be subject to restrictions on the use of Rule 144 by shell companies or former shell companies.
- We do not anticipate paying cash dividends on our common stock.
- Provisions of our corporate charter documents could delay or prevent change of control.
- General Risks
- A pandemic outbreak of disease or similar public health threat, or fear of such an event, could have a material adverse
- impact on the Company's business, operating results and financial condition.
- A decline in general economic conditions resulting in a decrease in consumer spending levels and an inability to access capital may adversely affect our business.
- Macroeconomic conditions and international trade conditions could adversely impact our business and results of operations.
- Changes in U.S. and foreign government administrative policy, including the imposition of or increases in tariffs and changes to existing trade agreements could have a material adverse effect on us.
- Extreme or unseasonable weather conditions could adversely affect our business.
- Our trademarks and other intangible assets are subject to impairment charges under accounting guidelines.
- Changes in effective tax rates or adverse outcomes resulting from examination of our income or other tax returns could adversely affect our results.
- We must successfully maintain and/or upgrade our information technology systems.
- System security risk issues as well as other major system failures could disrupt our internal operations or information technology services, and any such disruption could negatively impact our revenues, increase our expenses, and harm our reputation.
- We rely significantly on information technology systems and any failure, inadequacy, interruption, or security lapse of that technology, including any cybersecurity incidents, could harm our ability to operate our business effectively and have a material adverse effect on our business, reputation, financial condition, and results of operations.
- Changes in laws could make conducting our business more expensive or otherwise change the way we do business.
- If we fail to maintain an effective system of internal control, we may not be able to report our financial results accurately or in a timely fashion, and we may not be able to prevent fraud. In such case, our stockholders could lose confidence in our financial reporting, which would harm our business and could negatively impact the price of our stock.
- There are limitations on the liabilities of our directors and executive officers. Under certain circumstances, we are obligated to indemnify our directors and executive officers against liability and expenses incurred by them in their service to us.
Legal proceedings
In the ordinary course of business, from time to time we become involved in legal claims and litigation. In the opinion of management, based on consultations with legal counsel, the disposition of litigation currently pending against us is unlikely to have, individually or in the aggregate, a materially adverse effect on our business, financial position, results of operations, or cash flows.
The opening of Item 3, Legal Proceedings.3
Sources
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- 18SEC EDGARJames Haran, Chief financial officer
- 19SEC EDGARLoren Robert W. D., Officer
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- 21SEC EDGARGiuseppe Falco, Officer
- 22SEC EDGARMarisa Gardini, Officer
- 23SEC EDGARSeth Burroughs, Exec VP & Treas
- 24SEC EDGARDeborah Weinswig, Board member
- 25SEC EDGARJames D. Fielding, Board member
- 26SEC EDGARRichard Kirschenbaum, Board member
- 27SEC EDGARMichael Francis, Board member
- 28SEC EDGARBen Malka, Board member
- 29SEC EDGARMarisa Gardini, Board member
- 30SEC EDGARJack Dweck, Board member
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- 32SEC EDGARHoward M. Liebman, Board member
- 33SEC EDGARMark Disanto, Board member
- 34SEC EDGARJoseph Perno, Board member
- 35SEC EDGARListing notice or transfer
- 36SEC EDGAREntered a material agreement
- 37SEC EDGARRegulation FD disclosure
- 38SEC EDGAROther events
- 39SEC EDGAREntered a material agreement
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- 45SEC EDGARShareholder vote
- 46SEC EDGAREntered a material agreement
- 47NasdaqNasdaq calendar
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