SHAREHOLDER UPDATE – NOVEMBER 28, 2025
SHAREHOLDER UPDATE – NOVEMBER 28, 2025
DBMM 10-K UPDATE OF 2025 FISCAL YEAR
Digital Brand Media & Marketing Group, Inc. (“The Company” and “DBMM”), and its brand, Digital Clarity (“DC”) filed “), filed its 10-K for the fiscal year ending August 31, 2025, with the Securities & Exchange Commission via EDGAR today. As part of best practice adopted by the company, have coincidently issued this update providing facts, data and information all in context, to put all stakeholders on the same page.
As always, we encourage shareholders to conduct their own due diligence by reviewing our SEC filings, which contain comprehensive information audited and reviewed by independent experts. The 10-K filed today provides detailed information on our transformation, market opportunity and industry environment data, financial performance, and forward outlook.
As always, ignore the OTC naysayers who have been fixtures no matter the event or positive situation. All interference from non-credentialed sources should be ignored as directed in the SEC Financial Disclosure regulations. Surely DBMM ignores their relentless, manipulative chaos.
Fiscal year 2025 represented a pivotal year for DBMM, not merely in weathering market headwinds, but in fundamentally transforming our business model from traditional digital marketing services into an AI-powered go-to-market intelligence consultancy. While the journey initially demanded patience and strategic investment over immediate revenue generation, we emerge from this period building out and drilling down a proprietary technology, enhanced capabilities, and positioning that places us at the forefront of a market transformation that industry analysts value at over $100 billion by 2028. Many companies may enter the foray, but few will have the sustainability to emerge with competitive advantage and move forward with leadership for their size in their sector.
OPERATIONS MD&A
The Company encourages its shareholders to read through the industry environment text which has been revised extensively to reflect the rapidity with which the AI environment, is developing new tools to market virtually all products.
As businesses navigate the challenges of an increasingly competitive global marketplace, adopting innovative technologies has become essential.
AI has an enormous number of applications and moving parts, a complicated choice to apply to individualized templates for clients to achieve an optimum ROI.
During fiscal 2024 and throughout 2025, Digital Clarity executed a strategic transformation that addresses a critical market reality we have previously discussed – pay-per-click advertising, SEO, and conventional social media management have become commoditized offerings with compressed margins and limited strategic impact.
According to BCG research, B2B companies waste approximately $2 trillion annually on outdated, ineffective sales and marketing approaches, representing both the problem Digital Clarity now solves and the immense market opportunity we address.
Rather than competing in the crowded agency space, Digital Clarity now serves as strategic partner to executives and fractional growth leaders at B2B technology companies. We don’t sell discrete marketing services; we architect comprehensive go-to-market strategies and provide both the strategic framework and AI-powered technology tools to execute those strategies at scale.
INTRODUCTION OF PROPRIETARY TOOL —DIGITAL CLARITY INTELLIGENCE ENGINE (DCIE)
Central to this transformation is the Digital Clarity Intelligence Engine (DCIE), our proprietary AI-driven technology platform that has moved from concept to beta stage. DCIE represents substantial development investment and positions Digital Clarity with a defensible competitive advantage in a rapidly evolving market.
Critically, DCIE operates on both public large language models and private LLMs that maintain complete security for sensitive internal company data. Oncle released and tested, this hybrid architecture encompasses the single largest barrier to enterprise AI adoption, data security and privacy concerns.
MARKET OPORTUNITY AND TIMING
The timing of our transformation aligns perfectly with market dynamics. McKinsey’s State of AI 2025 reports that 78% of global organizations now use AI in at least one business function, with marketing and sales leading adoption. IDC forecasts that spending on AI-driven marketing applications will grow at a 27% CAGR between 2023 and 2028, reaching $127 billion by 2028.
The United States represents the largest and most mature market for AI-enabled GTM consulting, after a few false starts which is common in business, we will look to leverage DBMM’s US footprint to accelerate client acquisition in the world’s largest B2B technology market.
BUILDING DIGITAL CLARITY INVESTMENT INVESTMENT PLATFORM (DCIIP)
Currently using manual input along with AI, we’re also developing the Digital Clarity Investment Intelligence Platform (DCIIP), a specialized offering for venture capital firms, private equity investors, and their portfolio companies. DCIIP provides pre-investment and post-investment go-to-market audit capabilities that enable investors to de-risk investments by identifying GTM weaknesses, competitive vulnerabilities, and growth opportunities. Early discussions are taking place.
INVESTOR AWARENESS AND OUTREACH
During fiscal 2025, DBMM increased visibility through participation in the OTC Markets Virtual Investor Conference, expanded content across DBMMGroup.com and Digital-Clarity.com and strengthened investor relations materials. We will continue strategic outreach and expanded social and professional media presence.
FINANCIAL STATEMENTS MD&A
FISCAL 2025 REALITIES AND FISCAL 2026 OUTLOOK
Fiscal year 2025 unfolded against a backdrop of cascading disruptions that fundamentally altered client behavior across the B2B technology sector. According to Gartner, marketing budgets fell to 7.7% of total company revenue in 2024, down from 9.1% in 2023 – one of the sharpest contractions since the pandemic period. B2B sales cycles increased by 16%, win rates dropped by 18%, and organizations subjected marketing investments to unprecedented scrutiny.
REVENUE PERFORMANCE
Digital Clarity experienced changing dynamics directly as described above. Likewise, our fiscal 2025 revenue performance reflected three distinct factors:
- Accelerated commoditization of our legacy service offerings. Obviously, this strategy decreased revenue flow. We made the conscious decision to exit commodity offerings rather than compete in a race to the bottom, freeing our team to focus on higher-value consulting engagements and DCIE development.
- Extended sales cycles and tight budgets directly impacted our ability to convert pipeline into closed business during the fiscal year. Deals we anticipated closing extended beyond fiscal year-end, with several clients deferring decisions into fiscal 2026.
- Most significantly, we deliberately redirected substantial internal resources away from revenue-generating client work toward the intensive development effort required to bring DCIE from conceptual framework to beta testing.
DERECOGNITION OF LIABILITIES
Not to be minimized are the continuing efforts for Derecognition of Liabilities as described in the 10-K Financial Statements
Note 10. In fiscal year 2025, $739,415 in aged convertible debentures from a lender were removed from DBMM’s Financial Statements for a Gain on Extinguishment of Debt for the Company. This action continues the Company’s intent since 2018 to successfully remove convertible debentures aged debt to DBMM’s benefit.
MD&A REVENUE TARGETS
Reggie James, the Founder and Managing Director of Digital Clarity and the Chief Operating Officer of DBMM, said, “Let’s address the elephant in the room directly. We didn’t hit the revenue targets we anticipated for fiscal 2025, and we didn’t achieve the “best year ever” milestone we aimed for. In reality, this is the OTC after all. Things always take more time than expected. Sales cycles are longer. Deals that look certain get postponed. Budget approvals that seemed straightforward get complicated. Frankly, we’d rather take the extra time to build something genuinely transformational, than rush to market with an incomplete offering just to hit a quarterly number”.
James concluded, “The foundation has been built. The market conditions are improving. And most importantly, we’re no longer selling commoditized services, we’re selling proprietary AI-powered intelligence along with our consultancy will command premium pricing. Fiscal 2025’s challenges tested our resolve, but they also revealed the transformational opportunity that DCIE represents. The convergence of market need, technological capability, and Digital Clarity’s expertise creates a unique moment.”
It is also worth noting that for public companies a point in time loss can change dramatically to a gain as matrices are impacted by the new, pivoted business and an acknowledgment by share price growth, reflecting a 2-year realignment.
SUMMARY
For all supportive shareholders during fiscal 2025’s transformation period, the commercialization phase has begun. For prospective investors evaluating DBMM, the opportunity to participate in a company at the precise inflection point between transformation investment and scaled commercialization presents itself clearly. The outlook for 2025 has moved forward to fiscal year 2026 , with DBMM Management and/or client companies communicating the relationships’ way forward.
INCOME TAXES FOR FUTURE USE
As stated in 10-K Financial Statements Note 13, the Company has net loss carry-forward for income tax purposes aggregating approximately $9.0 million at August 31, 2025. These deferred tax assets provide a substantial advantage when negotiating strategic alliances, partnerships, acquisition targets
DBMM Management has stated strongly, the future belongs to those who build it. We’re building and have begun to deploy with vigor and sustainability.
Linda Perry and Reggie James
DBMM Management
SAFE HARBOR PROVISIONS
The foregoing contains certain predictive statements that relate to future events or future business and financial performance. Such statements can only be predictions, and the actual events or results may differ from those discussed due to, among other things, those risks described in DBMM’s reports filed with the SEC. Opinions expressed herein are subject to change without notice. This document is published solely for information purposes and is not to be construed as an offer to sell or the solicitation of an offer to buy any securities in any state. Past performance does not guarantee future performance. Additional information is available upon request.