Filing Details

Accession Number:
0001520138-25-000108
Form Type:
13D Filing
Publication Date:
2025-04-01 20:00:00
Filed By:
JEFF TOGHRAIE
Company:
Axil Brands Inc.
Filing Date:
2025-04-02
SEC Url:
13D Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
JEFF TOGHRAIE 0 2,521,700 505,000 2,019,538 3,799,538 47.9%
INTREPID GLOBAL ADVISORS, INC. 0 2,521,700 0 2,019,538 3,294,538 44.4%
DON FRANK NATHANIEL VASQUEZ 1,251 1,275,000 1,276,251 0 1,276,251 19.2%
Filing





If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D



Comment for Type of Reporting Person:
Number of shares beneficially owned by Mr. Toghraie with shared voting power includes (i) 1,246,700 shares of Common Stock held directly by Intrepid, of which Mr. Toghraie is the managing director, and (ii) 1,275,000 shares of Common Stock held directly by Don Frank Nathaniel Vasquez. Intrepid and Mr. Vasquez are party to a Voting Agreement and Irrevocable Proxy, pursuant to which Intrepid is authorized to vote and exercise all voting rights with respect to 1,275,000 shares of Common Stock held directly by Mr. Vasquez. Number of shares beneficially owned by Mr. Toghraie with sole dispositive power includes 505,000 shares of Common Stock that may be acquired pursuant to the exercise of stock options previously granted to Mr. Toghraie. Number of shares beneficially owned by Mr. Toghraie with shared dispositive power includes (i) 1,246,700 shares of Common Stock held directly by Intrepid and (ii) 772,838 shares of Common Stock that may be acquired upon the conversion of Preferred Stock held by Intrepid. The Preferred Stock is convertible into shares of Common Stock on a twenty-for-one basis, at the option of the holder; provided, that the holder may not convert that number of shares of Preferred Stock which would cause the holder to become the beneficial owner of more than 5% of the Common Stock, as determined in accordance with Sections 13(d) and (g) of the Exchange Act and the rules and regulations thereunder.


SCHEDULE 13D



Comment for Type of Reporting Person:
Number of shares beneficially owned by Intrepid with shared voting power includes (i) 1,246,700 shares of Common Stock held directly by Intrepid and (ii) 1,275,000 shares of Common Stock held directly by Don Frank Nathaniel Vasquez. Intrepid and Mr. Vasquez are party to a Voting Agreement and Irrevocable Proxy, pursuant to which Intrepid is authorized to vote and exercise all voting rights with respect to 1,275,000 shares of Common Stock held directly by Mr. Vasquez. Number of shares beneficially owned by Intrepid with shared dispositive power includes (i) 1,246,700 shares of Common Stock held directly by Intrepid and (ii) 772,838 shares of Common Stock that may be acquired upon the conversion of Preferred Stock held by Intrepid. The Preferred Stock is convertible into shares of Common Stock on a twenty-for-one basis, at the option of the holder; provided, that the holder may not convert that number of shares of Preferred Stock which would cause the holder to become the beneficial owner of more than 5% of the Common Stock, as determined in accordance with Sections 13(d) and (g) of the Exchange Act and the rules and regulations thereunder.


SCHEDULE 13D



Comment for Type of Reporting Person:
Intrepid and Mr. Vasquez are party to a Voting Agreement and Irrevocable Proxy, pursuant to which Intrepid is authorized to vote and exercise all voting rights with respect to 1,275,000 shares of Common Stock held directly by Mr. Vasquez.


SCHEDULE 13D

 
JEFF TOGHRAIE
 
Signature:/s/ Jeff Toghraie
Name/Title:Jeff Toghraie
Date:04/02/2025
 
INTREPID GLOBAL ADVISORS, INC.
 
Signature:/s/ Jeff Toghraie
Name/Title:Jeff Toghraie, Managing Director
Date:04/02/2025
 
DON FRANK NATHANIEL VASQUEZ
 
Signature:/s/ Don Frank Nathaniel Vasquez
Name/Title:Don Frank Nathaniel Vasquez
Date:04/02/2025
Comments accompanying signature:
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named on the signature page of this filing agree to the joint filing on behalf of each of them of this Statement on Schedule 13D with respect to the Common Stock of the Company.