LifeMD Inc
For the period ended Dec 31, 2024. Filed Mar 11, 2025.
View on SEC.govAbout 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.
FY2024 · Filed Mar 11, 2025
LFMD$1.74-16.9%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
The following exhibits are included as part of this Annual Report.
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | Exhibit | Filing Date/Period End Date |
| 2.1 | Stock Purchase Agreement, dated as of January 11, 2022, by and among Cleared Technologies, PBC, identified stockholders, and LifeMD, Inc. | 8-K | 2.1 | 1/12/2022 |
| 2.2 | Amendment to Stock Purchase Agreement, dated as of February 4, 2023, by and among Cleared Technologies, PBC, identified stockholders, and LifeMD, Inc. | 8-K | 2.1 | 2/10/2023 |
| 2.3 | Asset Purchase Agreement, dated as of January 13, 2022, by and between WorkSimpli Software LLC and East Fusion FZCO | 8-K | 2.1 | 2/22/2022 |
| 2.4 | Promissory Note dated as of October 19, 2021, issued by WorkSimpli Software LLC to LifeMD, Inc. | 8-K | 2.2 | 2/22/2022 |
| 2.5 | First Addendum, dated as of February 14, 2022, to Promissory Note, issued by WorkSimpli Software LLC to LifeMD, Inc. | 8-K | 2.3 | 2/22/2022 |
| 2.6 | Equity Purchase Guarantee Agreement, dated as of February 14, 2022, by and among Fitzpatrick Consulting LLC, Sean Fitzpatrick and LifeMD, Inc. | 8-K | 2.4 | 2/22/2022 |
| 2.7 | Stock Option Pledge Agreement, dated as of February 12, 2022, by and between Fitzpatrick Consulting LLC and LifeMD, Inc. | 8-K | 2.5 | 2/22/2022 |
| 2.8 | Amendment to Stock Purchase Agreement, dated as of February 4, 2023 | 8-K | 2.1 | 2/10/2023 |
| 3.1 | Certificate of Incorporation, As Amended | 10-K | 3.1 | 3/22/2023 |
| 3.2 | Bylaws of Immudyne, Inc., effective April 9, 2018 | S-1 | 3.3 | 10/18/2012 |
| 4.1 | Form of Convertible Note | 8-K | 4.1 | 8/19/2019 |
| 4.2 | Form of Warrant | 8-K | 4.2 | 8/19/2019 |
| 4.3 | Form of Convertible Redeemable Promissory Note | 8-K | 4.1 | 5/27/2020 |
| 4.4 | Form of PA Warrant | 8-K | 4.1 | 11/4/2020 |
| 4.5 | Form of Non-Qualified Option Agreement (Non-Employee Director Awards) | 8-K | 4.2 | 1/14/2021 |
| 4.6 | Form of Non-Qualified Option Agreement (Employee Awards) | 8-K | 4.3 | 1/14/2021 |
| 4.7 | Form of Restricted Stock Award Agreement | 8-K | 4.4 | 1/14/2021 |
| 4.8 | Description of Securities | 10-K | 4.9 | 3/7/2022 |
| 4.9 | Form of Debenture | 8-K | 4.1 | 6/3/2021 |
| 4.10 | Form of Warrant | 8-K | 4.2 | 6/3/2021 |
| 4.11 | Form of Senior Indenture | S-3 | 4.5 | 6/8/2021 |
| 4.12 | Form of Subordinated Indenture | S-3 | 4.6 | 6/8/2021 |
| 10.1# | Employment Agreement by and between the Company and Mr. Sean Fitzpatrick, dated July 23, 2018 | 8-K | 10.2 | 10/29/2018 |
| 10.2# | Employment Agreement by and between the Company and Mr. Stefan Galluppi, dated March 18, 2019 | 10-Q | 10.10 | 8/14/2019 |
| 10.3 # | First Amendment to Employment Agreement by and between Stefan Galluppi and Conversion Labs, Inc., dated April 1, 2020 | S-8 | 4.11 | 1/13/2025 |
| 10.4 # | Second Amendment to Employment Agreement by and between Stefan Galluppi and LifeMD, Inc., dated November 15, 2021 | S-8 | 4.12 | 1/13/2025 |
| 10.5 # | Third Amendment to Employment Agreement by and between Stefan Galluppi and LifeMD, Inc., dated December 28, 2021 | S-8 | 4.13 | 1/13/2025 |
| 10.6 # | Fourth Amendment to Employment Agreement by and between Stefan Galluppi and LifeMD, Inc., dated October 12, 2023 | S-8 | 4.14 | 1/13/2025 |
| 10.7 | Membership Interest Purchase Agreement by and between the Company, Conversion Labs PR LLC, Taggart International Trust and American Nutra Tech LLC, dated April 25, 2019 | 8-K | 10.1 | 7/31/2019 |
| 10.8 | Second Amended and Restated Limited Liability Company Operating Agreement of Conversion Labs PR | 8-K | 10.2 | 7/31/2019 |
| 10.9 | Operating Agreement of Conversion Labs RX, LLC | 8-K | 10.1 | 6/7/2019 |
| 10.10# | Fitzpatrick Amendment by and between the Company and Mr. Sean Fitzpatrick | 8-K | 10.1 | 1/24/2020 |
| 10.11# | Employment Agreement, dated July 26, 2018, between the Company and Mr. Nicholas Alvarez | 8-K | 10.2 | 1/24/2020 |
| 10.12 | Consulting Agreement by and between the Company and Auxo Technology Labs | 10-Q | 10.8 | 5/19/2020 |
| 10.13 | Secured Convertible Promissory Note, dated July 27, 2020 | 8-K | 10.1 | 7/28/2020 |
| 10.14 | Form Securities Purchase Agreement | 8-K | 10.1 | 8/31/2020 |
| 10.15 | Form of Warrant | 8-K | 10.2 | 8/31/2020 |
| 10.16 | Form of Registration Rights Agreement | 8-K | 10.3 | 8/31/2020 |
| 10.17 | Form of Consulting Agreement | 8-K | 10.4 | 8/31/2020 |
| 10.18 | Form of Warrant Purchase Agreement | 8-K | 10.5 | 8/31/2020 |
| 10.19 | Form of Consulting Warrant | 8-K | 10.6 | 8/31/2020 |
| 10.20 | Form of Purchased Warrant | 8-K | 10.7 | 8/31/2020 |
| 10.21 | First Amendment to Consulting Agreement, dated September 29, 2020, between Blue Horizon Consulting, LLC and Conversion Labs, Inc. | 8-K | 10.1 | 9/30/2020 |
| 10.22 | Form of Securities Purchase Agreement | 8-K | 10.1 | 11/4/2020 |
| 10.23 | Form of Registration Rights Agreement | 8-K | 10.2 | 11/4/2020 |
| 10.24 | Form of Lock-Up Agreement | 8-K | 10.3 | 11/4/2020 |
| 10.25# | Employment Agreement, dated November 20, 2020 by and between Conversion Labs, Inc. and Eric H. Yecies | 8-K | 10.1 | 11/25/2020 |
| 10.26# | Amended and Restated Employment Agreement, dated December 8, 2020, by and between Conversion Labs, Inc. and Nicholas Alvarez | 8-K | 10.1 | 12/11/2020 |
| 10.27# | Employment Agreement, dated January 11, 2021, by and between the Company and Anthony Puopolo | 8-K | 10.1 | 1/14/2021 |
| 10.28 | Form of CVLB PR Exchange Agreement | 8-K | 10.1 | 1/26/2021 |
| 10.29 | Form of CVLB PR MIPA | 8-K | 10.2 | 1/26/2021 |
| 10.30 | Form of Founding Members MIPA | 8-K | 10.3 | 1/26/2021 |
| 10.31 | Amendment to LSS Operating Agreement | 8-K/A | 10.4 | 1/28/2021 |
| 10.32# | Employment Agreement, dated February 4, 2021, by and between the Company and Marc Benathen | 8-K | 10.1 | 2/10/2021 |
| 10.33 | Form of Securities Purchase Agreement | 8-K | 10.1 | 2/12/2021 |
| 10.34 | Form of Registration Rights Agreement | 8-K | 10.2 | 2/12/2021 |
| 10.35 | Form of Securities Purchase Agreement, dated June 1, 2021, by and between the Company and the Purchasers | 8-K | 10.1 | 6/3/2021 |
| 10.36 | Form of Registration Rights Agreement | 8-K | 10.2 | 6/3/2021 |
| 10.37 | Form of Company Security Agreement | 8-K | 10.3 | 6/3/2021 |
| 10.38 | Form of Guarantor Security Agreement | 8-K | 10.4 | 6/3/2021 |
| 10.39 | Form of Guaranty Agreement | 8-K | 10.5 | 6/3/2021 |
| 10.40 | Form of Intellectual Property Security Agreement | 8-K | 10.6 | 6/3/2021 |
| 10.41# | First Amendment to the Amended and Restated Employment Agreement between Nicholas Alvarez and LifeMD, Inc., dated July 19, 2021 | 8-K | 10.1 | 7/22/2021 |
| 10.42# | Fourth Renewed Director Agreement, dated December 2, 2024, by and between LifeMD, Inc. and Roberto Simon | S-8 | 4.34 | 1/13/2025 |
| 10.43#* | Fourth Renewed Director Agreement, dated December 2, 2024, by and between LifeMD, Inc. and John Strawn | |||
| 10.44#* | Third Renewed Director Agreement, dated December 6, 2024, by and between LifeMD, Inc. and Dr. Joseph V. DiTrolio | |||
| 10.45# | First Amendment dated January 27, 2022 to the Employment Agreement between Marc Benathen and LifeMD, Inc. | 8-K | 10.1 | 2/2/2022 |
| 10.46# | First Amendment dated January 27, 2022 to the Employment Agreement between Eric Yecies and LifeMD, Inc. | 8-K | 10.2 | 2/2/2022 |
| 10.47# | First Amendment dated February 4, 2022 to the Employment Agreement between Maria Stan and LifeMD, Inc. | 8-K | 10.1 | 2/7/2022 |
| 10.48# | Employment Agreement dated March 15, 2021 between Maria Stan and LifeMD, Inc. | 8-K | 10.2 | 2/7/2022 |
| 10.49# | Second Amendment to Employment Agreement, dated November 7, 2023, between Maria Stan and LifeMD, Inc. | S-8 | 4.24 | 1/13/2025 |
| 10.50# | Employment Agreement between Jessica Friedeman and LifeMD, Inc. dated January 3, 2023 | 10-K | 10.82 | 3/22/2023 |
| 10.51# | Director Agreement, dated February 9, 2023, between LifeMD, Inc. and Joan LaRovere | 8-K | 10.1 | 2/10/2023 |
| 10.52# | First Amendment to the Director Agreement, dated January 20, 2024, between Dr. Joan LaRovere and LifeMD, Inc. | S-8 | 4.43 | 1/13/2025 |
| 10.53# | Second Amendment to the Director Agreement, dated December 20, 2024, between Dr. Joan LaRovere and LifeMD, Inc. | S-8 | 4.44 | 1/13/2025 |
| 10.54 | Loan and Security Agreement among LifeMD, Inc., Avenue Venture Opportunities Fund II, L.P. and Avenue Venture Opportunities Fund, L.P., dated March 21, 2023 | 8-K | 10.1 | 3/23/2023 |
| 10.55 | Supplement to Loan and Security Agreement among LifeMD, Inc., Avenue Venture Opportunities Fund II, L.P. and Avenue Venture Opportunities Fund, L.P., dated March 21, 2023 | 8-K | 10.2 | 3/23/2023 |
| 10.56 | Form of Warrant issued to Avenue Venture Opportunities | 8-K | 10.3 | 3/23/2023 |
| 10.57 | Form of Promissory Note issued to Avenue Venture Opportunities | 8-K | 10.4 | 3/23/2023 |
| 10.58# | Second Amendment dated June 15, 2023 to the Employment Agreement between Eric Yecies and LifeMD, Inc. | 8-K | 10.3 | 6/20/2023 |
| 10.59# | Director Agreement, dated June 20, 2023 between LifeMD, Inc. and William J. Febbo | 8-K | 10.1 | 6/22/2023 |
| 10.60# | Consulting Services Agreement, dated May 30, 2023, between LifeMD, Inc. and William J. Febbo | 8-K | 10.4 | 6/22/2023 |
| 10.61 | First Amendment dated September 26, 2023 to the Credit Agreement among Avenue Venture Opportunities Fund II, L.P., Avenue Venture Opportunities Fund, L.P. and LifeMD, Inc. | 10-Q | 1.1 | 11/8/2023 |
| 10.62# | Second Amendment dated July 11, 2023 to the Employment Agreement between Marc Benathen and LifeMD, Inc. | 8-K | 10.3 | 7/14/2023 |
| 10.63# | Amended and Restated First Amendment dated July 26, 2023 to the Amended and Restated Employment Agreement between Nicholas Alvarez and LifeMD, Inc. | 10-Q | 10.3 | 11/8/2023 |
| 10.64# | Employment Agreement dated April 1, 2022 between Justin Schreiber and LifeMD, Inc. | 8-K | 10.1 | 11/14/2023 |
| 10.65# | First Amendment dated November 13, 2023 to the Employment Agreement between Justin Schreiber and LifeMD, Inc. (incorporated by reference to Exhibit 10.108 to the Form 10-K filed with the SEC on March 11, 2024) | 8-K | 10.2 | 11/14/2023 |
| 10.66# | Second Amendment dated December 24, 2024 to the Employment Agreement between Justin Schreiber and LifeMD, Inc. | 8-K | 10.1 | 12/31/2024 |
| 10.67# | Separation Agreement dated March 9, 2024 between Brad Roberts and LifeMD, Inc. | 10-K | 10.110 | 3/11/2024 |
| 10.68#* | Employment Agreement, dated December 13, 2021, between Dennis Wijnker and LifeMD, Inc. | |||
| 10.69# | Director Agreement, dated April 26, 2024, between LifeMD, Inc. and Calum MacRae | 8-K | 10.1 | 5/02/2024 |
| 10.70# | Third Amended and Restated 2020 Equity and Incentive Plan | 8-K | 10.1 | 6/18/2024 |
| 10.71 | Warehouse Lease Agreement, dated February 20, 2024, by and between Running Pump Business Center, LLC and LifeMD, Inc. | 10-Q | 10.1 | 11/07/2024 |
| 10.72 | First Amendment to Warehouse Lease Agreement, dated February 20, 2024, by and between Running Pump Business Center, LLC and LifeMD, Inc. | 10-Q | 10.2 | 11/07/2024 |
| 10.73 | Second Amendment to Warehouse Lease Agreement, dated February 20, 2024, by and between Running Pump Business Center, LLC and LifeMD Pharmacy Services, LLC | 10-Q | 10.3 | 11/07/2024 |
| 10.74 | First Amendment to Office Lease Agreement, dated May 6, 2024, by and between 236 Fifth Leasehold, LLC and LifeMD, Inc. | 10-Q | 10.4 | 11/07/2024 |
| 10.75 | 201 Brookfield Parkway Lease Agreement, dated September 17, 2024, by and between Front Street - Brookfield, LLC and LifeMD, Inc. | 10-Q | 10.5 | 11/07/2024 |
| 10.76# | First Amendment to the Employment Agreement, dated August 18, 2024, between Dennis Wijnker and LifeMD, Inc. | S-8 | 4.30 | 1/13/2025 |
| 10.77# | Stock Option Agreement, dated April 20, 2011, between ImmuDyne, Inc. and John R. Strawn | S-8 | 4.17 | 3/15/2024 |
| 10.78# | Stock Option Agreement, dated April 20, 2011, between ImmuDyne, Inc. and John R. Strawn | S-8 | 4.18 | 3/15/2024 |
| 10.79 #* | Employment Agreement, dated June 20, 2023, between LifeMD, Inc. and Shane Biffar | |||
| 19* | LifeMD, Inc. Insider Trading Policy | |||
| 21.1* | List of Subsidiaries | |||
| 23.1* | Independent Registered Public Accounting Firm’s Consent | |||
| 24.1* | Powers of Attorney (included on signature page) | |||
| 31.1* | Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer. | |||
| 31.2* | Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer. | |||
| 32.1** | Section 1350 Certification of Chief Executive Officer. | |||
| 32.2** | Section 1350 Certification of Chief Financial Officer. | |||
| 97 | Policy Relating to Recovery of Erroneously Awarded Compensation | 10-K | 97 | 3/11/2024 |
| 101.INS* | Inline XBRL Instance Document | |||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | |||
| 101.CAL* | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | |||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | |||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.INS) | |||
# Indicates management contract or compensatory plan, contract or arrangement.
** 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.