LifeMD, Inc.
For the period ended Dec 31, 2025. Filed Mar 10, 2026.
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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 Mar 10, 2026
LFMD$1.74-16.9%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| (1) | Financial Statements. |
For a list of the financial statements included herein, see Table of Contents to the Consolidated Financial Statements on page F-1 of this Annual Report on Form 10-K, incorporated into this Item by reference.
| (2) | Financial Statement Schedules. |
Certain schedules are omitted because they are not applicable, or are not required by smaller reporting companies.
| (3) | Exhibits. |
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 | Stock Purchase Agreement, dated November 4, 2025, by and among LifeMD, Inc., Lion Buyer, LLC, WorkSimpli Software LLC, and the seller parties thereto | 8-K | 10.1 | 11/4/2025 |
| 2.4 | 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-K | 10.43 | 3/11/2025 |
| 10.44# | Third Renewed Director Agreement, dated December 6, 2024, by and between LifeMD, Inc. and Dr. Joseph V. DiTrolio | 10-K | 10.44 | 3/11/2025 |
| 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-K | 10.68 | 3/11/2024 |
| 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 | 10-K | 10.79 | 3/11/2024 |
| 10.80* | Confidential Offer Letter, dated April 14, 2021 between LifeMD, Inc. and Shayna Webb Dray | 8-K | 10.1 | 7/31/2025 |
| 10.81* | First Amendment to Employment Agreement, dated November 8, 2023 between LifeMD, Inc. and Shayna Webb Dray | 8-K | 10.2 | 7/31/2025 |
| 10.82* | Second Amendment to Employment Agreement, dated May 7, 2024 between LifeMD, Inc. and Shayna Webb Dray | 8-K | 10.3 | 7/31/2025 |
| 10.83* | Third Amendment to Employment Agreement, dated July 27, 2025 between LifeMD, Inc. and Shayna Webb Dray | 8-K | 10.4 | 7/31/2025 |
| 10.84+ | Stock Purchase Agreement, dated November 4, 2025, by and among LifeMD, Inc., Lion Buyer, LLC, WorkSimpli Software LLC, and the seller parties thereto | 8-K | 10.1 | 11/04/2025 |
| 10.85+ | Credit Agreement between LifeMD, Inc., and Citizens Bank, N.A., dated January 2, 2026 | 8-K | 10.1 | 1/06/2026 |
| 10.86 | Guarantee Agreement among LifeMD, Inc., each of the Subsidiary Guarantors party thereto, and Citizens Bank, N.A., dated January 2, 2026 | 8-K | 10.2 | 1/06/2026 |
| 10.87 | Pledge and Security Agreement among LifeMD, Inc., each of the Guarantors party thereto, and Citizens Bank, N.A., dated January 2, 2026 | 8-K | 10.3 | 1/06/2026 |
| 10.88 | Revolving Loan Note issued by LifeMD, Inc. to Citizens Bank, N.A., dated January 2, 2026 | 8-K | 10.4 | 1/06/2026 |
| 16.1 | Letter from Marcum LLP, to the Securities and Exchange Commission, dated April 25, 2025. | 8-K | 16.1 | 4/25/2025 |
| 16.2 | Letter from CBIZ CPAs P.C., to the Securities and Exchange Commission, dated August 21, 2025 | 8-K | 16.1 | 8/21/2025 |
| 19 | LifeMD, Inc. Insider Trading Policy | 10-K | 19 | 3/11/2024 |
| 21.1* | List of Subsidiaries | |||
| 23.1* | Independent Registered Public Accounting Firm’s Consent (Marcum LLP) | |||
| 23.2* | Independent Registered Public Accounting Firm’s Consent (PricewaterhouseCoopers LLP) | |||
| 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.
+Certain annexes, schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon its request.
** 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.