Material Agreement, Financial Obligation (Form 8-K)

On March 20, 2026, Xcel Brands, Inc. ("Xcel") entered into the Sixth Amendment to Loan and Security Agreement (the "Amendment"), by and among Xcel, the other Credit Parties party thereto, each Lender party thereto under the Loan and Security Agreement dated as of December 12, 2024, and FEAC Agent, LLC, a Delaware limited liability company, as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns in such capacities, the "Administrative Agent"). Pursuant to the Amendment, (i) Xcel irrevocably authorized the Administrative Agent to transfer up to $500,000 (the "Sixth Amendment Cash Collateral") from the Blocked Account (as defined in the Loan and Security Agreement) to an account maintained by the Administrative Agent to be held by the Administrative Agent as cash collateral securing the Obligations (as defined in the Loan and Security Agreement); (ii) Xcel irrevocably authorized the Administrative Agent to: (a) apply all or any portion of the Sixth Amendment Cash Collateral to repay the Term Loan A, or (b) return all or any portion of the Sixth Amendment Cash Collateral to Xcel, in each case in the Lenders' sole discretion; (iii) the liquid asset covenant requirement was reduced to: (a) at all times prior to the repayment in full of the First Out Obligations (as defined in the Loan and Security Agreement), $500,000 minus that amount of Sixth Amendment Cash Collateral used to repay Term Loan A, and (b) at all times after the repayment in full of the First Out Obligations, $0; and (iv) the transaction closing date was extended to March 24, 2026.

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