UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: The following table provides information with respect to stock purchased and retired by the Company during the nine months ended September 30, 2025.
+Added: The following table provides information with respect to stock purchased and retired by the Company during the three months ended March 31, 2026.
Total Number of Shares
12 unchanged sentences
March 1, 2025 to March 31, 2025 (i)
−Removed: April 1, 2025 to April 30, 2025 (i)
−Removed: May 1, 2025 to May 31, 2025 (i)
−Removed: June 1, 2025 to June 30, 2025 (i)
−Removed: July 1, 2025 to July 31, 2025 (i)
−Removed: August 1, 2025 to August 31, 2025 (i)
−Removed: September 1, 2025 to September 30, 2025 (i)
(i) The shares were exchanged from executives in connection with the income tax withholding obligations on behalf of such executives from the receipt of stock awards.
3 unchanged sentences
Not applicable.
−Removed: OTHER INFORMATION
−Removed: On December 12, 2024, we and certain of our subsidiaries entered into a loan and security agreement with FEAC Agent, LLC, as administrative agent and collateral agent, pursuant to which the lenders made term loans to the Company and agreed to make additional term loans to the Company upon the satisfaction of a condition precedent described in the loan agreement.
−Removed: The current outstanding balances are as follows:
−Removed: (i) Term Loan A in the amount of $3.75 million and (ii) Term Loan B in the amount of $9.66 million.
−Removed: As a result of our failure to satisfy the minimum revenues covenant for the three month periods ended June 30, 2025 and September 30, 2025, on November 18, 2025, we entered into a further amendment to the loan and security agreement to (i) amend certain financial covenants, including eliminate the minimum liquidity covenant if a payment of $3.25 million principal amount of Term Loan A is made on or prior to February 20, 2026, (ii) waive our failure to satisfy the minimum revenues covenant for the three months ended June 30, 2025 and September 30, 2025, (iii) require a payment of $3.25 million principal amount of Term Loan A on February 20, 2026, (iv) after such payment of Term Loan A, defer the quarterly installment payments of Term Loan A until December 31, 2026 and require a $500,000 principal payment of Term Loan A on that date, and (v) require us to pay an amendment fee of $450,000 (of which $125,000 is payable on December 5, 2025 and the remaining $325,000 will be due if $3.25 million principal amount of Term Loan A is not repaid on or prior to February 20, 2026).
−Removed: Additionally, the minimum actual revenues covenant was revised as follows:
−Removed: Minimum Quarterly Revenues:
−Removed: Quarter Ending
−Removed: Revenue Minimums
−Removed: Trailing 3 Mo.
−Removed: Trailing 3 Mo.
−Removed: Trailing 3 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
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−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Minimum Quarterly Revenues - Halston:
−Removed: Quarter Ending
−Removed: Revenue Minimums
−Removed: Trailing 3 Mo.
−Removed: Trailing 6 Mo.
−Removed: Trailing 9 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
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−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: Trailing 12 Mo.
−Removed: The milestone obligations are as follows:
−Removed: Engagement of an investment banker on or before December 1, 2025.
−Removed: Distribution of marketing materials on or before December 23, 2025 to assist with the investment banker.
−Removed: Receipt of written indication of interest on or before January 16, 2026, with indication of interest in a transaction.
−Removed: Receipt of at least one fully executed letter of intent on or before January 30, 2026.
−Removed: Deposit of an additional $175,000 into the blocked account on February 10, 2026.
−Removed: Closing of a transaction by February 20, 2026.
−Removed: For avoidance of doubt, the amount of proceeds from any such transaction referred to in the milestones above must be sufficient to repay the First Out Obligations, which include $3.25 million of the outstanding balance of the Term Loan A and all accrued interest thereon, plus fees.
−Removed: The following exhibits are filed herewith:
−Removed: 31.1 Rule 13a-14(a)/15d-14(a) Certification (CEO)
−Removed: 31.2 Rule 13a-14(a)/15d-14(a) Certification (CFO)
−Removed: 32.1 Section 1350 Certification (CEO) *
−Removed: 32.2 Section 1350 Certification (CFO) *
−Removed: 101.INS Inline XBRL Instance Document
−Removed: 101.SCH Inline XBRL Taxonomy Extension Schema Document
−Removed: 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: 101.DEF Inline XBRL Taxonomy Extension Definitions Linkbase Document
−Removed: 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
−Removed: 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
−Removed: 104 Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
−Removed: * Furnished herewith.
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
−Removed: November 19, 2025
−Removed: /s/ Robert W.
−Removed: Chairman and Chief Executive Officer
−Removed: Chief Financial Officer and Vice President
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.