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.

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).




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SCHEDULE 13D




Comment for Type of Reporting Person:
American Ventures LLC, Series XXIV XWELL, directly owns 993,617 shares of common stock, 30,866 Series H Convertible Preferred Stock, convertible into 65,713,478 shares of the Issuer's common stock, and 66,666,669 warrants, exercisable into 66,666,669 shares of the Issuer's common stock. Dominari Holdings Inc. directly owns 5,248,000 warrants, exercisable into 5,248,000 shares of the Issuer's common stock. The Series H Convertible Preferred Stock has no voting rights. Further, the Series H Convertible Preferred Stock and the warrants each contain provisions that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, that holder and its affiliates would beneficially own more than 4.99% (unless increased to 9.99% by the holder) of the Issuer's outstanding common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Beneficial Ownership Limitation"). Accordingly, the shares reported in Rows 8, 10, and 11 represent the maximum number of shares that may be beneficially owned without violating such limitation. As of September 8, 2026, the Reporting Persons converted 467 shares of Series H Convertible Preferred Stock into 993,617 shares of the Issuer's common stock. The Reporting Persons disclaim beneficial ownership of any additional shares of common stock issuable upon conversion or exercise of the securities described herein to the extent that such conversion or exercise would cause such Reporting Person to exceed the Beneficial Ownership Limitation. The percent of class represented by the amount in Row 13 is based on 9,960,883 shares of the Issuer's common stock issued and outstanding as reported by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
American Ventures LLC, Series XXIV XWELL, directly owns 993,617 shares of common stock, 30,866 Series H Convertible Preferred Stock, convertible into 65,713,478 shares of the Issuer's common stock, and 66,666,669 warrants, exercisable into 66,666,669 shares of the Issuer's common stock. Dominari Holdings Inc. directly owns 5,248,000 warrants, exercisable into 5,248,000 shares of the Issuer's common stock. The Series H Convertible Preferred Stock has no voting rights. Further, the Series H Convertible Preferred Stock and the warrants each contain provisions that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, that holder and its affiliates would beneficially own more than 4.99% (unless increased to 9.99% by the holder) of the Issuer's outstanding common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Beneficial Ownership Limitation"). Accordingly, the shares reported in Rows 8, 10, and 11 represent the maximum number of shares that may be beneficially owned without violating such limitation. As of September 8, 2026, the Reporting Persons converted 467 shares of Series H Convertible Preferred Stock into 993,617 shares of the Issuer's common stock. The Reporting Persons disclaim beneficial ownership of any additional shares of common stock issuable upon conversion or exercise of the securities described herein to the extent that such conversion or exercise would cause such Reporting Person to exceed the Beneficial Ownership Limitation. The percent of class represented by the amount in Row 13 is based on 9,960,883 shares of the Issuer's common stock issued and outstanding as reported by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
American Ventures LLC, Series XXIV XWELL, directly owns 993,617 shares of common stock, 30,866 Series H Convertible Preferred Stock, convertible into 65,713,478 shares of the Issuer's common stock, and 66,666,669 warrants, exercisable into 66,666,669 shares of the Issuer's common stock. Dominari Holdings Inc. directly owns 5,248,000 warrants, exercisable into 5,248,000 shares of the Issuer's common stock. The Series H Convertible Preferred Stock has no voting rights. Further, the Series H Convertible Preferred Stock and the warrants each contain provisions that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, that holder and its affiliates would beneficially own more than 4.99% (unless increased to 9.99% by the holder) of the Issuer's outstanding common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Beneficial Ownership Limitation"). Accordingly, the shares reported in Rows 8, 10, and 11 represent the maximum number of shares that may be beneficially owned without violating such limitation. As of September 8, 2026, the Reporting Persons converted 467 shares of Series H Convertible Preferred Stock into 993,617 shares of the Issuer's common stock. The Reporting Persons disclaim beneficial ownership of any additional shares of common stock issuable upon conversion or exercise of the securities described herein to the extent that such conversion or exercise would cause such Reporting Person to exceed the Beneficial Ownership Limitation. The percent of class represented by the amount in Row 13 is based on 9,960,883 shares of the Issuer's common stock issued and outstanding as reported by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
American Ventures LLC, Series XXIV XWELL, directly owns 993,617 shares of common stock, 30,866 Series H Convertible Preferred Stock, convertible into 65,713,478 shares of the Issuer's common stock, and 66,666,669 warrants, exercisable into 66,666,669 shares of the Issuer's common stock. Dominari Holdings Inc. directly owns 5,248,000 warrants, exercisable into 5,248,000 shares of the Issuer's common stock. The Series H Convertible Preferred Stock has no voting rights. Further, the Series H Convertible Preferred Stock and the warrants each contain provisions that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, that holder and its affiliates would beneficially own more than 4.99% (unless increased to 9.99% by the holder) of the Issuer's outstanding common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Beneficial Ownership Limitation"). Accordingly, the shares reported in Rows 8, 10, and 11 represent the maximum number of shares that may be beneficially owned without violating such limitation. As of September 8, 2026, the Reporting Persons converted 467 shares of Series H Convertible Preferred Stock into 993,617 shares of the Issuer's common stock. The Reporting Persons disclaim beneficial ownership of any additional shares of common stock issuable upon conversion or exercise of the securities described herein to the extent that such conversion or exercise would cause such Reporting Person to exceed the Beneficial Ownership Limitation. The percent of class represented by the amount in Row 13 is based on 9,960,883 shares of the Issuer's common stock issued and outstanding as reported by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
American Ventures LLC, Series XXIV XWELL, directly owns 993,617 shares of common stock, 30,866 Series H Convertible Preferred Stock, convertible into 65,713,478 shares of the Issuer's common stock, and 66,666,669 warrants, exercisable into 66,666,669 shares of the Issuer's common stock. Dominari Holdings Inc. directly owns 5,248,000 warrants, exercisable into 5,248,000 shares of the Issuer's common stock. The Series H Convertible Preferred Stock has no voting rights. Further, the Series H Convertible Preferred Stock and the warrants each contain provisions that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, that holder and its affiliates would beneficially own more than 4.99% (unless increased to 9.99% by the holder) of the Issuer's outstanding common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Beneficial Ownership Limitation"). Accordingly, the shares reported in Rows 8, 10, and 11 represent the maximum number of shares that may be beneficially owned without violating such limitation. As of September 8, 2026, the Reporting Persons converted 467 shares of Series H Convertible Preferred Stock into 993,617 shares of the Issuer's common stock. The Reporting Persons disclaim beneficial ownership of any additional shares of common stock issuable upon conversion or exercise of the securities described herein to the extent that such conversion or exercise would cause such Reporting Person to exceed the Beneficial Ownership Limitation. The percent of class represented by the amount in Row 13 is based on 9,960,883 shares of the Issuer's common stock issued and outstanding as reported by the Issuer.


SCHEDULE 13D




Comment for Type of Reporting Person:
American Ventures LLC, Series XXIV XWELL, directly owns 993,617 shares of common stock, 30,866 Series H Convertible Preferred Stock, convertible into 65,713,478 shares of the Issuer's common stock, and 66,666,669 warrants, exercisable into 66,666,669 shares of the Issuer's common stock. Dominari Holdings Inc. directly owns 5,248,000 warrants, exercisable into 5,248,000 shares of the Issuer's common stock. The Series H Convertible Preferred Stock has no voting rights. Further, the Series H Convertible Preferred Stock and the warrants each contain provisions that prohibit conversion or exercise to the extent that, after giving effect to such conversion or exercise, that holder and its affiliates would beneficially own more than 4.99% (unless increased to 9.99% by the holder) of the Issuer's outstanding common stock as calculated in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended (the "Beneficial Ownership Limitation"). Accordingly, the shares reported in Rows 8, 10, and 11 represent the maximum number of shares that may be beneficially owned without violating such limitation. As of September 8, 2026, the Reporting Persons converted 467 shares of Series H Convertible Preferred Stock into 993,617 shares of the Issuer's common stock. The Reporting Persons disclaim beneficial ownership of any additional shares of common stock issuable upon conversion or exercise of the securities described herein to the extent that such conversion or exercise would cause such Reporting Person to exceed the Beneficial Ownership Limitation. The percent of class represented by the amount in Row 13 is based on 9,960,883 shares of the Issuer's common stock issued and outstanding as reported by the Issuer.


SCHEDULE 13D


 
American Ventures LLC, Series XXIV XWELL
 
Signature:/s/ Eric Newman
Name/Title:Eric Newman/Manager of American Ventures Management LLC, Manager of American Ventures LLC, Series XXIV XWELL
Date:09/08/2026
 
American Ventures Management LLC
 
Signature:/s/ Eric Newman
Name/Title:Eric Newman/Manager
Date:09/08/2026
 
American Ventures IM LLC
 
Signature:/s/ Eric Newman
Name/Title:Eric Newman/Manager
Date:09/08/2026
 
Dominari Holdings Inc.
 
Signature:/s/ Anthony Hayes
Name/Title:Anthony Hayes/CEO
Date:09/08/2026
 
Eric Newman
 
Signature:/s/ Eric Newman
Name/Title:Eric Newman/Self
Date:09/08/2026
 
Anthony Hayes
 
Signature:/s/ Anthony Hayes
Name/Title:Anthony Hayes/Self
Date:09/08/2026

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

JOINT FILING AGREEMENT

SUPPORT AGREEMENT, DATED AS OF JULY 6, 2026, BY AND BETWEEN EXPRESS WELLNESS GROUP, LLC AND AMERICAN VENTURES LLC, SERIES XXIV XWELL