Destination XL Group, Inc. (NASDAQ: DXLG) filed a preliminary proxy statement with the U.S. Securities and Exchange Commission on July 20, 2026, in connection with its previously announced merger with FBB Holdings I, Inc., the parent of FullBeauty Brands.

In the filing, the DXL board of directors reversed its position on the deal, determining that the merger and related transactions are "no longer advisable and are not in the best interests of DXL and its stockholders." The board is now urging stockholders to vote against the stock issuance proposal required to complete the transaction.

The board cited several factors in its reassessment, including a more challenging consumer environment that has emerged since the merger agreement was signed in December 2025, FullBeauty's level of indebtedness, concerns about FullBeauty's potential negative equity value, and the economic dilution DXL stockholders would face if the merger were completed on its current terms.

DXL said it will mail definitive proxy materials to eligible stockholders in the coming weeks ahead of a Special Meeting vote.

Guggenheim Securities is acting as financial advisor to DXL, Greenberg Traurig is serving as legal advisor, and Joele Frank, Wilkinson Brimmer Katcher is acting as strategic communications advisor.