UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 611, 2025

Solo Brands, Inc.

(Exact Name of Registrant as Specified in its Charter)

Commission File Number 001-40979


Delaware		87-1360865
State or Other Jurisdiction of Incorporation or Organization		I.R.S. Employer Identification No.

1001 Mustang Dr.
Grapevine,	TX	76051
Address of Principal Executive Offices		Zip Code

(817) 900-2664

Registrant’s Telephone Number, Including Area Code

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.001 par value per share	SBDS	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 25.02. ~~Results~~ Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Certain ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 6 11, 2025 (the “Effective Date”), Solo Brands, Inc. (the “Company”) ~~issued~~entered ainto ~~press~~an ~~release~~amendment ~~regarding~~ (the ~~Company’s~~“Side ~~financial~~Letter”) ~~results~~to ~~for~~that ~~the~~certain ~~three~~employment ~~and~~agreement ~~nine~~entered ~~months~~into ~~ended September~~between ~~30, 2025~~Mr. AJohn ~~copy~~Larson, of the ~~press~~Company’s ~~release~~President isand ~~furnished~~Chief asExecutive ~~Exhibit~~Officer, ~~99.1~~and tothe ~~this~~Company, ~~Current~~dated ~~Report~~June on23, ~~Form~~2025, ~~8-K~~(the ~~and~~“Employment ~~is incorporated herein by reference~~Agreement”).

~~The~~Under ~~information~~the Employment Agreement, Mr. Larson was to be granted restricted stock units (“RSUs”) in ~~this~~respect ~~Item~~of ~~2.02~~the Company’s Class A Common Stock (the “New CEO Grant”), ~~including~~that ~~Exhibit~~was 99subject to approval of a 25% equity pool reserved for management and key employees (such contingency, the “New Pool Contingency”).1 ~~attached~~The ~~hereto~~Side Letter amends the Employment Agreement by removing the New Pool Contingency from the New CEO Grant. Pursuant to the Side Letter, ison ~~furnished~~November ~~herewith~~11, ~~and~~2025, ~~shall~~Mr. ~~not~~Larson bereceived ~~deemed~~a ~~"filed"~~one-time ~~for~~equity ~~purposes~~award equal to six percent (6%) of ~~Section 18~~the fully diluted outstanding equity of the ~~Securities~~Company ~~Exchange~~as ~~Act~~of November 11, 2025, comprised of ~~1934~~RSUs, asthirty-one ~~amended~~and ~~(the~~one-quarter ~~"Exchange~~percent ~~Act"~~(31.25%), orof ~~otherwise~~which ~~subject~~were tovested on the ~~liabilities~~grant ~~under~~date ~~that~~and ~~section~~the remaining RSUs will vest in quarterly installments following June 23, ~~nor~~2025, ~~shall~~the iteffective bedate ~~deemed~~of ~~incorporated~~the byEmployment ~~reference~~Agreement, insuch ~~any~~that ~~filing~~the ~~under~~grant is fully vested on the ~~Securities~~third ~~Act~~anniversary of ~~1933~~June 23, ~~as amended~~2025, orsubject to Mr. Larson’s continued service on the ~~Exchange~~applicable ~~Act~~vesting ~~regardless~~date. ofThe ~~any~~RSUs ~~general~~will ~~incorporation~~be ~~language~~subject to certain accelerated vesting in ~~such~~the ~~filing,~~event ~~except~~of asa ~~expressly~~change ~~stated~~in bycontrol ~~specific~~and ~~reference~~equitable adjustment in ~~such~~the ~~filing~~event of certain other extraordinary transactions.

The foregoing description of the Side Letter is qualified in its entirety by reference to the Side Letter, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.			Description of Exhibits
99.1			Earnings Press Release dated November 6, 2025
10.1			Side Letter to Employment Agreement with John Larson, dated November 11, 2025
104			Cover Page Interactive Data File embedded within the Inline XBRL document

SIGNATURE

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 thereunto duly authorized.

			Solo Brands, Inc.
			(Registrant)
Date:	November 617, 2025	By:	/s/ Chris Blevins
			Chris Blevins
			General Counsel

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