MANGOCEUTICALS INC
For the period ended Dec 31, 2023. Filed Apr 1, 2024.
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FY2023 · Filed Apr 1, 2024
MGRX$0.19-4.0%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a) Documents filed as part of this Report:
(1) Financial Statements
| Page | |
| Index to Financial Statements | |
|---|---|
| Report of Independent Registered Public Accounting Firm | F-1 |
| Balance Sheets | F-2 |
| Statements of Operations | F-3 |
| Statement of Changes in Stockholders' Equity (Deficit) | F-4 |
| Statements of Cash Flows | F-5 |
| Notes to Financial Statements | F-6 |
(2) Financial Statement Schedules:
Except as provided above, all financial statement schedules have been omitted, since the required information is not applicable or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated financial statements and notes thereto included in this Form 10-K.
(3) Exhibits required by Item 601 of Regulation S-K
| Filed/ · Incorporated by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit · Description of · Furnished · Filing · File | ||||||
| Number | Exhibit | Herewith | Form | Exhibit | Date | Number |
| 1.1 | Underwriting Agreement, dated December 15, 2023, between Mangoceuticals, Inc. and Boustead Securities, LLC | 8-K | 1.1 | 12/19/2023 | 001-41615 | |
| 3.1 | Certificate of Formation of Mangoceuticals, Inc., filed with the Secretary of State of Texas on October 7, 2021 | S-1 | 3.1 | 1/13/2023 | 333-269240 | |
| 3.2 | Certificate of Amendment to Certificate of Formation of Mangoceuticals, Inc., filed with the Secretary of State of Texas on April 15, 2022 | S-1 | 3.2 | 1/13/2023 | 333-269240 | |
| 3.3 | Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock of Mangoceuticals, Inc., submitted to the Secretary of State of Texas on March 28, 2024 | X | ||||
| 3.4 | Bylaws of Mangoceuticals, Inc. | S-1 | 3.3 | 1/13/2023 | 333-269240 | |
| 4.1 | Common Stock Purchase Warrant granted to Boustead Securities, LLC evidencing the right to acquire 87,500 shares of common stock (dated March 23, 2023) | 10-Q | 4.1 | 5/10/2023 | 001-41615 | |
| 4.2 | Form of Common Stock Purchase Warrant (Investors – 2022 Private Placement) | S-1 | 4.2 | 1/13/2023 | 333-269240 | |
| 4.3 | Common Stock Purchase Warrant issued by Mangoceuticals, Inc. to Boustead Securities, LLC on December 19, 2023 | 8-K | 4.1 | 12/19/2023 | 001-41615 | |
| 4.4 | Common Stock Purchase Warrant issued by Mangoceuticals, Inc. to Boustead Securities, LLC on January 22, 2024 | 8-K | 4.1 | 1/22/2024 | 001-41615 | |
| 4.5* | Description of the Registrant’s Securities | X | ||||
| 10.1 | Stock Purchase Agreement between American International Holdings Corp. and Cohen Enterprises, Inc., dated June 16, 2022 | S-1 | 10.1 | 1/13/2023 | 333-269240 | |
| 10.2 | Form of Subscription Agreement (2022 Private Placement) | S-1 | 10.2 | 1/13/2023 | 333-269240 | |
| 10.3 | Physician Services Agreement dated August 1, 2022, between Mangoceuticals, Inc. and BrighterMD, LLC dba Doctegrity | S-1 | 10.3 | 1/13/2023 | 333-269240 | |
| 10.4£ | Master Services Agreement and Statement of Work dated September 1, 2022, and effective August 31, 2022, between Epiq Scripts, LLC and Mangoceuticals, Inc. | S-1 | 10.4£ | 1/13/2023 | 333-269240 | |
| 10.5# | Executive Employment Agreement dated August 31, 2022, between Mangoceuticals, Inc. and Jacob D. Cohen | S-1 | 10.5# | 1/13/2023 | 333-269240 | |
| 10.6# | Executive Employment Agreement dated August 31, 2022, between Mangoceuticals, Inc. and Jonathan Arango | S-1 | 10.6# | 1/13/2023 | 333-269240 | |
| 10.7# | Mangoceuticals, Inc. 2022 Equity Incentive Plan | S-1 | 10.7# | 1/13/2023 | 333-269240 | |
| 10.8# | Stock Option Agreement dated August 31, 2022 between Mangoceuticals, Inc. and Jacob D. Cohen (750,000 option shares) | S-1 | 10.8# | 1/13/2023 | 333-269240 | |
| 10.9# | Stock Option Agreement dated August 31, 2022 between Mangoceuticals, Inc. and Jonathan Arango (500,000 option shares) | S-1 | 10.9# | 1/13/2023 | 333-269240 | |
| 10.10# | Consulting Agreement dated September 6, 2022, between Mangoceuticals, Inc. and PHX Global, LLC | S-1 | 10.10# | 1/13/2023 | 333-269240 | |
| 10.11# | Consulting Agreement dated September 6, 2022, between Mangoceuticals, Inc. and Ezekiel Elliott | S-1 | 10.11# | 1/13/2023 | 333-269240 | |
| 10.12# | Consulting Agreement dated September 15, 2022, between Mangoceuticals, Inc. and David Sandler | S-1 | 10.12# | 1/13/2023 | 333-269240 | |
| 10.13# | Consulting Agreement dated September 15, 2022, between Mangoceuticals, Inc. and Hsiaoching Chou | S-1 | 10.13# | 1/13/2023 | 333-269240 |
| 10.14# | Service Agreement dated September 22, 2022, by and between Mangoceuticals, Inc. and Greentree Financial Group, Inc. | S-1 | 10.14# | 1/13/2023 | 333-269240 |
| 10.15# | Offer Letter dated October 1, 2022 entered into between Mangoceuticals, Inc. and Eugene M. Johnston | S-1 | 10.15# | 1/13/2023 | 333-269240 |
| 10.16# | Notice of Restricted Stock Grant and Restricted Stock Grant Agreement dated October 1, 2022 between Mangoceuticals, Inc. and Eugene M. Johnston | S-1 | 10.16# | 1/13/2023 | 333-269240 |
| 10.17# | Notice of Restricted Stock Grant and Restricted Stock Grant Agreement dated October 14, 2022 between Mangoceuticals, Inc. and Dr. Kenny Myers | S-1 | 10.17# | 1/13/2023 | 333-269240 |
| 10.18# | October 14, 2022 Offer Letter entered into between Mangoceuticals, Inc. and Dr. Kenny Myers | S-1 | 10.18# | 1/13/2023 | 333-269240 |
| 10.19# | Notice of Restricted Stock Grant and Restricted Stock Grant Agreement dated October 14, 2022 between Mangoceuticals, Inc. and Alex P. Hamilton | S-1 | 10.19# | 1/13/2023 | 333-269240 |
| 10.20# | October 14, 2022 Offer Letter entered into between Mangoceuticals, Inc. and Alex P. Hamilton | S-1 | 10.20# | 1/13/2023 | 333-269240 |
| 10.21# | Notice of Restricted Stock Grant and Restricted Stock Grant Agreement dated October 14, 2022 between Mangoceuticals, Inc. and Lorraine D’Alessio | S-1 | 10.21# | 1/13/2023 | 333-269240 |
| 10.22# | October 14, 2022 Offer Letter entered into between Mangoceuticals, Inc. and Dr. Lorraine D’Alessio | S-1 | 10.22# | 1/13/2023 | 333-269240 |
| 10.23# | Consulting Agreement dated November 1, 2022, between Mangoceuticals, Inc. and White Unicorn, LLC | S-1 | 10.23# | 1/13/2023 | 333-269240 |
| 10.24# | Master Services Agreement dated December 1, 2022, between Mangoceuticals, Inc. and Global Career Networks, Inc. | S-1 | 10.24# | 1/13/2023 | 333-269240 |
| 10.25# | Consulting Agreement dated December 21, 2022, between Mangoceuticals, Inc. and Chartered Services, LLC | S-1 | 10.25# | 1/13/2023 | 333-269240 |
| 10.26 | Waiver Agreement dated December 30, 2022, between Mangoceuticals, Inc. and Boustead Securities, LLC | S-1 | 10.26 | 1/13/2023 | 333-269240 |
| 10.27# | Consulting Agreement dated January 3, 2023, between Mangoceuticals, Inc. and DojoLabs Group, Inc. | S-1 | 10.27# | 1/13/2023 | 333-269240 |
| 10.28# | Advisor Agreement dated January 6, 2023, between Mangoceuticals, Inc. and Dr. Brian Rudman | S-1 | 10.28# | 1/13/2023 | 333-269240 |
| 10.29# | Advisor Agreement dated January 6, 2023, between Mangoceuticals, Inc. and Jarrett Boon | S-1 | 10.29# | 1/13/2023 | 333-269240 |
| 10.30# | Consulting Agreement dated January 6, 2023, between Mangoceuticals, Inc. and Bethor, Ltd | S-1 | 10.30# | 1/13/2023 | 333-269240 |
| 10.31# | Consulting Agreement dated January 24, 2023, between Mangoceuticals, Inc. and Sultan Haroon | S-1/A | 10.31# | 1/26/2023 | 333-269240 |
| 10.32# | Consulting Agreement dated January 24, 2023, between Mangoceuticals, Inc. and John Helfrich | S-1/A | 10.32# | 1/26/2023 | 333-269240 |
| 10.33# | Consulting Agreement dated January 24, 2023, between Mangoceuticals, Inc. and Justin Baker | S-1/A | 10.33# | 1/26/2023 | 333-269240 |
| 10.34# | Consulting Agreement dated January 24, 2023, between Mangoceuticals, Inc. and Maja Matthews | S-1/A | 10.34# | 1/26/2023 | 333-269240 |
| 10.35 | Secured Installment Promissory Note dated November 18, 2022, between Mangoceuticals, Inc. and BPI Equipment, Inc. | S-1/A | 10.35 | 2/21/2023 | 333-269240 |
| 10.36# | Employment Agreement dated and effective May 1, 2023, by and between Mangoceuticals, Inc. and Amanda Hammer | 8-K | 10.1 | 5/4/2023 | 001-41615 |
| 10.37# | Stock Option Agreement dated May 1, 2023 between Mangoceuticals, Inc. and Amanda Hammer (150,000 option shares) | 8-K | 10.2 | 5/4/2023 | 001-41615 |
| 10.38 | Service Agreement dated September 1, 2023, by and between Mangoceuticals, Inc. and Greentree Financial Group, Inc. | 8-K | 10.1 | 9/8/2023 | 001-41615 |
| 10.39£ | Master Services Agreement and Statement of Work dated September 1, 2022, and effective August 31, 2022, between Epiq Scripts, LLC and Mangoceuticals, Inc. | 8-K | 10.2 | 9/21/2023 | 001-41615 |
| 10.40 | First Addendum to Master Services Agreement dated September 15, 2023, by and between Mangoceuticals, Inc. and Epiq Scripts, LLC | 8-K | 10.3 | 9/21/2023 | 001-41615 |
| 10.41# | Consulting Agreement dated and effective October 3, 2023, by and between Mangoceuticals, Inc. and Eugene M. Johnston | 8-K | 10.1 | 10/4/2023 | 001-41615 |
| 10.42# | Advisor Agreement dated November 1, 2023, between Mangoceuticals, Inc. and Dr. Douglas Christianson | S-1 | 10.43 | 12/11/2023 | 333-275993 |
| 10.43# | Notice of Restricted Stock Grant and Restricted Stock Grant Agreement dated November 1, 2023 between Mangoceuticals, Inc. and Dr. Douglas Christianson | S-1 | 10.44 | 12/11/2023 | 333-275993 |
| 10.44 | Marketing Agreement dated December 10, 2023, by and between Mangoceuticals, Inc. and Marius Pharmaceuticals | 8-K | 10.1 | 12/11/2023 | 001-41615 |
| 10.45# | Mangoceuticals, Inc. 2022 Equity Incentive Plan Stock Option Agreement dated December 28, 2023 – Jacob Cohen – 1,250,000 shares | 8-K | 10.2 | 12/29/2023 | 001-41615 | |
| 10.46# | First Amendment to the Mangoceuticals, Inc. 2022 Equity Incentive Plan | 8-K | 10.1 | 03/26/2024 | 001-41615 | |
| 10.47# | Amended and Restated Mangoceuticals, Inc. 2022 Equity Incentive Plan | 8-K | 10.2 | 03/26/2024 | 001-41615 | |
| 14.1 | Code of Business Conduct and Ethics | S-1 | 14.1 | 1/13/2023 | 333-269240 | |
| 16.1 | Letter from M&K CPAS, PLLC to the U.S. Securities and Exchange Commission dated January 26, 2023, from M&K CPAS, PLLC | S-1/A | 16.1 | 1/26/2023 | 333-269240 | |
| 21.1* | Subsidiaries | X | ||||
| 23.1* | Consent of Turner, Stone & Company, L.L.P. | X | ||||
| 24.1 | Power of Attorney (included on the Signatures page of this Report on Form 10-K).* | |||||
| 31.1* | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act | |||||
| 31.2* | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act | |||||
| 32.1** | Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act | |||||
| 32.2** | Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act | |||||
| 99.1 | Audit Committee Charter | S-1 | 99.1 | 1/13/2023 | 333-269240 | |
| 99.2 | Compensation Committee Charter | S-1 | 99.2 | 1/13/2023 | 333-269240 | |
| 99.3 | Nominating and Corporate Governance Committee Charter | S-1 | 99.3 | 1/13/2023 | 333-269240 | |
| 99.4 | Whistleblower Protection Policy | S-1 | 99.4 | 1/13/2023 | 333-269240 | |
| 99.5 | Mangoceuticals, Inc. Advisory Board Charter, adopted January 6, 2023 | S-1 | 99.5 | 1/13/2023 | 333-269240 | |
| 97.1 | Mangoceuticals, Inc., Policy for the Recovery of Erroneously Awarded Incentive-Based Compensation | 10-Q | 10.42 | 10/27/2023 | 001-41615 | |
| 101.INS* | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | X | ||||
| 101.SCH* | XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document | X | ||||
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 104* | Inline XBRL for the cover page of this Transition Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set | X | ||||
- Filed herewith.
** Furnished herewith.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.