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Midas Edge

cbdMD, Inc.

For the period ended Sep 30, 2025. Filed Dec 19, 2025.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Dec 19, 2025

YCBD$0.38-8.4%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 16. FORM 10-K SUMMARY

None

EXHIBIT INDEX

Incorporated by Reference
Exhibit No.Exhibit DescriptionFormFiling DateExhibit No.Filing or Furnished Herewith
2.1Merger Agreement dated December 3, 2018 by and among Level Brands, Inc., AcqCo, LLC, cbdMD LLC and Cure Based Development, LLC8-K12/3/182.1
2.2Articles of Merger dated December 20, 2018 as filed with the Secretary of State of Nevada merging AcqCo, LLC with and into Cure Based Development, LLC10-Q2/14/192.2
2.3Articles of Merger dated December 20, 2018 as filed with the Secretary of State of North Carolina merging AcqCo, LLC with and into Cure Based Development, LLC10-Q2/14/192.3
2.4Articles of Merger dated December 20, 2018 as filed with the Secretary of State of Nevada merging Cure Based Development, LLC with and into cbdMD LLC10-Q2/14/192.4
2.5Articles of Merger dated December 20, 2018 as filed with the Secretary of State of North Carolina merging Cure Based Development, LLC with and into cbdMD LLC10-Q2/14/192.5
2.6Addendum No. 1 to Agreement and Plan of Merger dated March 31, 20218-K4/1/2110.1
3.1Articles of Incorporation1-A9/18/172.1
3.2Articles of Amendment to the Articles of Incorporation - filed April 22, 20151-A9/18/172.2
3.3Articles of Amendment to the Articles of Incorporation - filed June 22, 20151-A9/18/172.3
3.4Articles of Amendment to the Articles of Incorporation - filed November 17, 20161-A9/18/172.4
3.5Articles of Amendment to the Articles of Incorporation - filed December 5, 20161-A9/18/172.5
3.6Articles of Amendment to Articles of Incorporation8-K4/29/193.7
3.7Articles of Amendment to Articles of Incorporation including the Certificate of Designations, Rights and Preferences of the 8.0% Series A Cumulative Convertible Preferred Stock8-K10/11/193.1(f)
3.8Articles of Amendment of Articles of Incorporation, as amended, of cbdMD, Inc. effective April 24, 20238-K4/27/233.1
3.9Articles of Amendment Automatic Conversion of Series A Preferred Stock effective May 6, 20258-K5/7/253.1
3.10Articles of Amendment to the Articles of Incorporation 8 to 1 reverse split effective May 6, 20258-K5/7/253.2
3.11Certificate of Designation of Series B Convertible Preferred Stock filed September 29, 20258-K10/6/253.1
3.12Certificate of Designation of Series C Convertible Preferred Stock filed December 19, 2025Filed
3.13Bylaws, as amended1-A9/18/172.6
4.12015 Equity Compensation Plan+1-A9/18/173.8
4.2Form of Stock Option Award under 2015 Equity Compensation Plan*1-A9/18/173.9
4.32021 Equity Compensation Plan*8-K1/14/2110.1
4.4Form of Representative’s Warrant dated December 11, 20208-K12/9/204.1
4.5Form of Representative’s Warrant dated June 28, 20218-K6/30/214.1
4.6Form of Representative’s Warrant dated May 3, 20238-K5/3/234.1
4.7Convertible Promissory Note dated January 30, 20248-K2/2/244.1
4.82025 Equity Compensation Plan+8-K11/28/2510.2
10.1Form of Indemnification Agreement1-A9/18/176.21
10.2Office Lease dated July 11, 201910-Q8/14/1910.1
10.3Warehouse Lease dated August 27, 201910-Q2/13/2010.1
10.4Asset Purchase Agreement by and among Twenty Two Capital, LLC, cbdMD, Inc., John J. Wiesehan III, Vieo Design, LLC and Bradley D. Trawick dated June 22, 20218-K7/27/2110.1
10.5Executive Employment Agreement dated October 1, 2021 between cbdMD, Inc. and T. Ronan Kennedy*+8-K10/5/2110.1
10.6Equipment Purchase Agreement effective April 7, 2022 by and between cbd Industries, LLC and Old Belts Extracts LLC10-Q4/7/2210.21
10.7Membership Interest Transfer Agreement dated June 22, 202210-Q8/11/2210.22
10.8Agreement for Advertising Placement dated February 1, 2023+S-13/13/2310.17
10.9Side Letter - Keystone Capital Partners, LLCS-13/13/2310.20
10.10Common Stock Purchase Agreement dated March 2, 2023 by and among cbdMD, Inc. and Keystone Capital Partners, LLC8-K3/2/2310.1
10.11Registration Rights Agreement dated March 2, 2023 by and among cbdMD, Inc. and Keystone Capital Partners, LLC8-K3/2/2310.2
10.12Security Agreement, dated as of January 30, 2024, by and between cbdMD, Inc. and the Investors*8-K2/2/2410.2
10.13Registration Rights Agreement, dated January 30, 2024, by and between cbdMD, Inc. and the Investors8-K2/2/2410.3
10.14License Agreement, effective as of March 20, 2024, by and between cbdMD, Inc. and HSKL, Inc.8-K3/18/2410.1
10.15Lease Forbearance Agreement, dated as of March 14, 2024, by and between cbdMD, Inc. and HSKL, Inc.8-K3/18/2410.2
10.16Amendment to Extend Westinghouse Boulevard Lease dated November 26, 20248-K11/27/2410.1
10.17Form of Preferred Stock Purchase Agreement between cbdMD, Inc. and the Selling Shareholders*8-K10/6/2510.1
10.18Form of Registration Rights Agreement between cbdMD, Inc. and the Selling Shareholders8-K10/6/2510.2
10.19Executive Employment Agreement dated November 28, 2025 between cbdMD, Inc. and T. Ronan Kennedy*+8-K11/28/2510.1
10.20Securities Purchase Agreement by and between cbdMD, Inc. and C/M Capital Master Fund, LP, dated December 15, 2025, as amendedFiled
10.21Registration Rights Agreement by and between cbdMD, Inc. and C/M Capital Master Fund, LP, dated December 15, 2025Filed
10.22Form of Series C Preferred Stock Securities Purchase Agreement dated December 19, 2025Filed
10.23Form of Registration Rights Agreement date December 19, 2025Filed
14.1Code of Business Conduct and Ethics1-A9/18/1715.1
19.1Insider Trading Policy10-K12/22/2319.1
21.1List of SubsidiariesS-12/16/2421.1
23.1Consent of Cherry Bekaert LLPFiled
24.1Power of attorney (included on signature page of this report)Filed
31.1Rule 13a-14(a)/15d-14(a) Certification of Chief Executive OfficerFiled
31.2Rule 13a-14(a)/15d-14(a) Certification of Chief Financial OfficerFiled
32.1Section 1350 Certification of Chief Executive Officer and Chief Financial OfficerFiled
97.1Clawback Policy10-K12/22/2397.1
101 INSInline XBRL Instance DocumentFiled
101 SCHInline XBRL Taxonomy Extension SchemaFiled
101 CALInline XBRL Taxonomy Extension Calculation LinkbaseFiled
101 LABInline XBRL Taxonomy Extension Label LinkbaseFiled
101 PREInline XBRL Taxonomy Extension Presentation LinkbaseFiled
101 DEFInline XBRL Taxonomy Extension Definition Linkbase
104Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101)
+Indicates management contract or compensatory plan.
*Certain exhibits and schedules have been omitted in accordance with Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementary a copy of any omitted exhibit or schedule to the Commission upon its request.
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.