UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Effective as of March 5, 2024, AXIL Brands, Inc. (the “Company”) entered into repurchase agreements (the “Repurchase Agreements”) with the stockholders of the Company listed on the signature pages thereto (the “Stockholders”) to purchase from the Stockholders in the aggregate 207,748,250 shares of Series A Preferred Stock of the Company (equivalent, in the aggregate, to approximately 10,387,413 shares of the Company’s common stock on an as converted basis) for the aggregate cash consideration of $1,246,489.50. Weston Harris, the manager of Teton 360, LLC, is a consultant of the company.
The Repurchase Agreements contain customary representations and warranties. The repurchase was approved by the Board of Directors of the Company. The Company funded the repurchase through cash on hand. Following the repurchase, 42,251,750 shares of Series A Preferred Stock of the Company will remain outstanding.
The foregoing description of the Repurchase Agreements does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the Repurchase Agreements, copies of which are filed as Exhibit 10.1 and Exhibit 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits. |
| 10.1 | Repurchase Agreement, dated March 5, 2024, by and between AXIL Brands, Inc. and Teton 360, LLC. |
| 10.2 | Repurchase Agreement, dated March 5, 2024, by and between AXIL Brands, Inc. and L Grant Foster TTEE - The Williams Family Irrevocable Trust. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AXIL BRANDS, INC. | ||
| Date: March 11, 2024 | By: | /s/ Jeff Toghraie |
| Name: Jeff Toghraie | ||
| Title: Chief Executive Officer | ||