{"url_path":"/sec/dbgi/8-k/2026-07-22/item-5-03","section_key":"item-5-03","section_title":"Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-22","source_url":"https://www.sec.gov/Archives/edgar/data/1668010/0001493152-26-034260-index.html","accession_number":"0001493152-26-034260","cik":"0001668010","ticker":"DBGI","issuer_name":"Digital Brands Group, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1668010/0001493152-26-034260-index.html","primary_entity_key":"0001668010","primary_entity_name":"Digital Brands Group, Inc."},"word_count":338,"has_tables":true,"body_markdown":"**Item\n5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.**\n\n \n\nOn\nJuly 15, 2026, the board of directors of Digital Brands Group, Inc., a Nevada corporation (the “Company”), approved a reverse\nstock split of the Company’s authorized, issued and outstanding shares of common stock, par value $0.0001 per share (“Common\nStock”), at a ratio of 1-for-40 (the “Reverse Stock Split”). Pursuant to Section 78.207 of the Nevada Revised Statutes\n(the “NRS”), no stockholder approval of the Reverse Stock Split was required.\n\n \n\nOn\nJuly 20, 2026, the Company filed a Certificate of Change with the Nevada Secretary of State (the “Certificate of Change”)\nto effectuate the Reverse Stock Split. A copy of the Certificate of Change is attached as Exhibit 3.1 hereto and is incorporated herein\nby reference.\n\n \n\nThe\nReverse Stock Split will become effective at 12:01 a.m., Eastern Time, on July 24, 2026. Upon the opening of trading on July 24, 2026,\nthe Common Stock will begin trading on a post-split basis under CUSIP number 25401N 606.\n\n \n\nAs\na result of the Reverse Stock Split, proportionate adjustments will be made to the number of shares of Common Stock underlying the Company’s\noutstanding equity awards and the number of shares issuable under the Company’s equity incentive plans and certain existing agreements,\nas well as the exercise, grant and acquisition prices of such equity awards, as applicable. In addition, proportionate adjustments will\nbe made to the Company’s outstanding warrants, resulting in each warrant becoming exercisable for one fortieth (1/40th) of a share\nof Common Stock. Furthermore, proportionate adjustments will be made to the conversion factor at which the Company’s convertible\npreferred stock may be converted into Common Stock.\n\n \n\nPrior\nto the Reverse Stock Split, the Company was authorized to issue (i) 1,000,000,000 shares of Common Stock, par value $0.0001 per share.\nAs a result of the Reverse Stock Split, the Company will be authorized to issue 25,000,000 shares of Common Stock. The par value per\nshare of the Common Stock will remain unchanged at $0.0001 per share."}