Digital Brands Group, Inc announced a private placement and issued a unsecured convertible promissory note in the original principal amount of $250,000 for a gross proceeds of $250,000 on April 30, 2024. The transaction includes participation from new investor, Target Capital 1 LLC. The notes shall bear interest at the rate of the lesser of (i) twenty percent (20%) per annum and (ii) the maximum amount permitted by law from the due date thereof until the same is paid.

Default Interest shall be computed on the basis of a 365-day year and the actual number of days elapsed, maturity date of April 30, 2025. The per share conversion price into which Principal Amount and interest under this Note shall be convertible into shares of Common Stock hereunder (the ?Conversion Price?) shall equal $3.50. If this Note is not repaid in cash or converted into Common Stock by October 31, 2024 (the ?Trigger Date?), then the Company shall issue an additional 50,000 shares of restricted Common Stock to the Holder within ten (10) calendar days after the Trigger Date.

The Note contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, and breach of covenants. The Company will issue 50,000 shares of restricted Common Stock (the ?Commitment Shares?) to the Note Holder within ten (10) calendar days after the Issue Date, as a commitment fee. If this Note is not repaid in cash or converted into Common Stock by October 31, 2024 (the ?Trigger Date?), then the Company shall issue an additional 50,000 shares of restricted Common Stock to the Holder within ten (10) calendar days after the Trigger Date.

The Note contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, and breach of covenants.