Solo Brands Files 8-K: Material Agreement, Equity Sale, Exec Changes

Ticker: SBDS · Form: 8-K · Filed: 2025-06-16T00:00:00.000Z

Sentiment: neutral

Topics: material-agreement, equity-sale, executive-changes

TL;DR

Solo Brands inked a deal, sold stock, and shuffled execs/directors on June 13th.

AI Summary

On June 13, 2025, Solo Brands, Inc. entered into a material definitive agreement, likely related to financing, as indicated by the creation of a direct financial obligation. The filing also notes the unregistered sale of equity securities and changes in executive compensation, alongside the departure and election of directors and officers.

Why It Matters

This filing signals significant corporate actions at Solo Brands, including potential new debt or equity arrangements and changes in leadership or compensation, which could impact its financial structure and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and unregistered equity sales, which can introduce financial obligations and dilution risks.

Key Players & Entities

FAQ

What type of material definitive agreement did Solo Brands, Inc. enter into?

The filing indicates the entry into a material definitive agreement and the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specific details of the agreement are not provided in this excerpt.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing occurred on June 13, 2025.

What other significant events are reported in this filing besides the material agreement?

The filing also reports the unregistered sale of equity securities, departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers, as well as Regulation FD Disclosure.

What is Solo Brands, Inc.'s state of incorporation and fiscal year end?

Solo Brands, Inc. is incorporated in Delaware and its fiscal year ends on December 31.

What is the Commission File Number and IRS Employer Identification Number for Solo Brands, Inc.?

The Commission File Number for Solo Brands, Inc. is 001-40979, and its IRS Employer Identification No. is 87-1360865.

From the Filing

0001870600-25-000073.txt : 20250616 0001870600-25-000073.hdr.sgml : 20250616 20250616082055 ACCESSION NUMBER: 0001870600-25-000073 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 14 CONFORMED PERIOD OF REPORT: 20250613 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Unregistered Sales of Equity Securities ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250616 DATE AS OF CHANGE: 20250616 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Solo Brands, Inc. CENTRAL INDEX KEY: 0001870600 STANDARD INDUSTRIAL CLASSIFICATION: [3949] ORGANIZATION NAME: 04 Manufacturing EIN: 871360865 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-40979 FILM NUMBER: 251048585 BUSINESS ADDRESS: STREET 1: 1001 MUSTANG DR CITY: GRAPEVINE STATE: TX ZIP: 76051 BUSINESS PHONE: (817) 900-2664 MAIL ADDRESS: STREET 1: 1001 MUSTANG DR CITY: GRAPEVINE STATE: TX ZIP: 76051 8-K 1 dtc-20250613.htm 8-K dtc-20250613 0001870600 ☐ 0001870600 2025-06-13 2025-06-13 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 13, 2025 Solo Brands, Inc. (Exact Name of Registrant as Specified in its Charter) Commission File Number 001-40979 Delaware 87-1360865 State or Other Jurisdiction of Incorporation or Organization I.R.S. Employer Identification No. 1001 Mustang Dr. Grapevine, TX 76051 Address of Principal Executive Offices Zip Code ( 817 ) 900-2664 Registrant’s Telephone Number, Including Area Code 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 Class A Common Stock, $0.001 par value per share DTC * New York Stock Exchange 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. ☐ * As previously reported, effective April 22, 2025, our Class A common stock has been suspended from trading on the New York Stock Exchange (“NYSE”). Our Class A common stock is currently being quoted on the OTC Pink Market under the symbol “DTCB”. Pursuant to our right to a review of the staff of NYSE Regulation’s determination to delist our Class A common stock by a Committee of the Board of Directors of the NYSE, on May 6, 2025, we sent a notice to the NYSE appealing the determination of staff of NYSE R

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