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BONK, INC.

For the period ended Mar 31, 2026. Filed May 13, 2026.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 13, 2026

BNKK$1.00+2.0%Stored close · as of Nov 6, 2026

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Notes to the Consolidated Financial Statements (Unaudited)

BONK, INC.

Notes to Financial Statements

For the Three Months Ended March 31, 2026 and Year Ended December 31, 2025

Note 1 -Organization and Business Operations

Bonk, Inc. (NASDAQ: BNKK) was formerly known as Safety Shot, Inc., and prior to that, Jupiter Wellness, Inc. In August 2023, the Company acquired certain assets of GBB Drink Lab Inc which included the blood alcohol reduction drink Sure Shot (the “Sure Shot Dietary Supplement”), an over-the-counter drink that can lower blood alcohol content to allow recovery from the effects of alcohol by supporting its metabolism. Concurrently with the purchase, the Company changed its name to Safety Shot, Inc. and changed its NASDAQ trading symbol to SHOT. The Company launched the Sure Shot Dietary Supplement in December 2023.

On January 8, 2025, the Company entered into an Arrangement Agreement on January 7, 2025 (the “Arrangement Agreement”) with Yerbaé Brands Corp. (“Yerbaé”), pursuant to which the Company agreed, among other things, to acquire all of the issued and outstanding common shares of Yerbaé (the “Yerbaé Shares”) in exchange for shares of common stock of Safety Shot (each, a “Safety Shot Share”) pursuant to a plan of arrangement (the “Plan of Arrangement”) under theBusiness Corporations Act (British Columbia) (the “Arrangement”). The Arrangement was consummated on June 27, 2025. Yerbaé’s principal subsidiaries are Yerbaé Brands Co. (“Yerbaé USA”) and Yerbaé LLC of which Yerbaé owns 100% interests in, together, “Yerbaé”.

On October 10, 2025, the Company changed its corporate name from Safety Shot, Inc. to Bonk, Inc., following the filing of a Certificate of Amendment with the State of Delaware on October 8, 2025. The name change, which became effective on the Nasdaq Capital Market under the new trading symbols “BNKK” and “BNKKW”, reflects the Company’s strategic repositioning and alignment with the BONK ecosystem and its broader focus on digital asset and decentralized finance initiatives.

Historically, the Company generated revenue through the sale of its Sure Shot dietary supplement and Yerbaé’s plant-based energy beverage products, which were distributed online and through various retail channels. During 2025, the Company implemented a digital asset strategy in addition to the Company’s beverage sales operations. The Company’s current activities are centered on developing, investing in, and participating in projects aligned with the BONK ecosystem and other blockchain-based initiatives and beverage sales.

Going Concern Consideration

As of March 31, 2026, and December 31, 2025, the Company had accumulated deficits of $185,320,822 and $183,492,179, respectively, and cash flow used in operations of $1,941,692 and $25,275,375 for the three months ended March 31, 2026, and year ended December 31, 2025. The Company has incurred and expects to continue to incur significant costs in pursuit of its expansion and development plans. At March 31, 2026 and December 31, 2025, the Company had $728,907 and $2,278,340 respectively, in cash and working capital of $1,445,390 and $64,954, respectively. These conditions have raised substantial doubt about the Company’s ability to continue as a going concern as noted by our auditors, M&K CPAS, PLLC.

Note 2 -Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of US Securities and Exchange Commission (“SEC”). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Jupiter Wellness Investments, Inc, Yerbaé, and Bonk Holdings, LLC. All intercompany accounts and transactions have been eliminated.

Business Combinations

The Company accounts for business combinations in accordance with ASC 805,Business Combinations. The purchase price of an acquired business is allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The excess of the purchase price over the estimated fair value of the net assets acquired is recorded as goodwill. Identifiable intangible assets are recognized separately from goodwill and are amortized over their estimated useful lives. The determination of fair values requires management to make significant estimates and assumptions. These estimates are inherently uncertain and may be refined for up to one year from the acquisition date as additional information becomes available. Transaction costs incurred in connection with business combinations are expensed as incurred.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Cash and Cash Equivalents

The Company considers all short-term investments with a maturity of three months or less when purchased to be cash and equivalents for purposes of the statement of cash flows. There wereno cash equivalents as of three months ended March 31, 2026 and December 31, 2025.

Deconsolidation

The Company will use Deconsolidation Accounting upon the loss of control of a subsidiary determined to be less than 50% owned. Upon deconsolidation, the Company will no longer present the subsidiary’s assets, liabilities, and results of operations in its consolidated financial statements. If the Company owns more than 20% but less than 50% the Company will continue to report under the Equity Method.

Discontinued Operations

The Company recognizedno loss from discontinued operations for the three months ended March 31, 2026 and three months ended March 31, 2025, respectively.

Trading Securities

Securities that the Company intends to sell are classified as trading securities. Trading securities are carried at fair value with gains and losses recognized in current period earnings.

Debt Extinguishment and Modification

Any changes or modification to debt instruments must be examined to determine if the modification has any significant effect. If the changes or modifications are material, the change or modification must be accounted for as an extinguishment. If determined to be an extinguishment, the change or modification to the original debt is derecognized and a new debt is recognized. Any difference in the fair value is recognized as a gain or loss on extinguishment.

Equity Method for Investments

Investments in unconsolidated affiliates, which the Company exerts significant influence but does not control or otherwise consolidate, are accounted for using the equity method. Equity method investments are initially recorded at cost. These investments are included in investment in joint ventures in the accompanying consolidated balance sheets. The Company’s share of the profits and losses from these investments is reported in loss from equity method joint venture in the accompanying consolidated statements of operations. The Company monitors its investments for other-than-temporary impairment by considering factors such as current economic and market conditions and the operating performance of the investees and records reductions in carrying values when necessary.

Inventory

Inventories are stated at the lower of cost or market. The Company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. Inventory is based upon the average cost method of accounting. During the three months ended March 31, 2026, the Company took write downs of raw materials due to product expiration totaling $72,293. During the twelve months ended December 31, 2025, the Company hadno write-downs or write-offs.

Digital Assets

Our Digital Assets consist of BONK tokens (“Bonk”), as part of its treasury strategy, that meet the scope requirements of ASC 350-60. The Company accounts for these assets at fair value in accordance with ASC 350-60 and ASC 820, with changes in fair value recognized in net income.

Digital Assets are classified as current or noncurrent in the consolidated balance sheet under ASC-210, based on the Company’s intended holding period and liquidity considerations. Assets expected to be sold or used within one year from the reporting date are classified as current assets. Treasury assets not intended to be sold or converted to cash within the operating cycle are classified as noncurrent assets.

Crypto assets are not offset against any related liabilities and are presented on a gross basis in the balance sheet, consistent with ASC 210-20.

The Company determines the fair value of crypto assets using quoted prices from active markets at the balance sheet date (Level 1 inputs under ASC 820).

Gains and losses resulting from changes in fair value are included in the statement of operations.

The Company discloses the composition of crypto assets, including fair value by major type of token, as well as the location on the balance sheet and significant changes during the reporting period, in accordance with the disclosure requirements of ASC 350-60.

Future sales or exchanges of coins will be accounted for on a first in first out basis (FIFO).

90% of revenue that is used to purchase BONK tokens is not legally or contractually restricted. Under the Revenue Sharing Agreement,90% of gross revenues must be converted into BONK and deposited into the Treasuries Wallet. The agreement does not impose any lock-ups, use-restrictions, release conditions, or prohibitions on sale or transfer after the BONK is received. The BONK tokens are fully available for the Company’s use, without restriction. The Company has full control and the ability to sell, transfer, or use the tokens at any time. The Company has chosen, as part of its long-term economic strategy, not to sell these tokens. This is a voluntary internal policy, not an externally imposed restriction. The Company’s strategic objective is to accumulate BONK in treasury in order to support long-term token stability and ecosystem value, which is consistent with the economic purpose of the revenue-sharing arrangement. Because the tokens are fully under the Company’s control and are not subject to contractual release conditions, they are not “restricted assets”. The Company can access the economic benefits at any time if needed.

Net Loss per Common Share

Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. If applicable, diluted earnings per share assume the conversion, exercise or issuance of all common stock instruments such as options, warrants, convertible securities and preferred stock, unless the effect is to reduce a loss or increase earnings per share. As such, options, warrants, convertible securities, and preferred stock are not considered in the calculations, as the impact of the potential common shares would be to decrease the loss per share.

Fair Value Measurements

The Company follows ASC 820,Fair Value Measurement, which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. Fair value is determined based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company classifies assets and liabilities measured at fair value into a three-tier hierarchy based on the observability of inputs used in the valuation:

●Level 1 – Quoted prices in active markets for identical assets or liabilities.
●Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities or model-derived valuations in which all significant inputs are observable.
●Level 3 – Unobservable inputs that reflect the Company’s own assumptions about the assumptions that market participants would use.

The Company holds certain marketable securities that are measured at fair value on a recurring basis. Convertible debt instruments are initially recorded at fair value, which may include bifurcation of embedded conversion features, if applicable, under ASC 815.

Revenue Recognition

Beverage Products

The Company generates its revenue from the sale of its drink products directly to the end user or through a distributor (collectively the “customers”).

The Company recognizes revenues by applying the following steps in accordance with FASB Accounting Standards Codification 606 “Revenue from Contracts with Customers” (“ASC 606”). Under ASC 606, revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements:

●identify the contract with a customer;
●identify the performance obligations in the contract;
●determine the transaction price;
●allocate the transaction price to performance obligations in the contract; and
●recognize revenue as the performance obligation is satisfied.

The Company’s performance obligations are satisfied when goods or products are shipped on a FOB shipping point basis as title passes when shipped. Our products are generally paid in advance of shipment or standard net 30 days and we offer no specific right of return, refund or warranty related to our products except for cases of defective products of which there have been none to date.

The Company only provides refunds for products that are damaged during delivery to the customer. However, instances of refunds are rare and have not historically had a material impact on the Company’s results of operations. Finally, the Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by the entity from a customer.

In addition to variable consideration, the Company also provides payments to certain customers for slotting fees. In accordance with the guidance in ASC 606-10-32, the Company determined that the payment is not in exchange for a distinct good or service and it is therefore recognized as a reduction to the transaction price. As the slotting fee payment covers the life of the contract with a customer, the initial payment is recognized as an asset and is amortized as a reduction to revenue on a rational and reasonable basis over the estimated life of the contract.

Digital Asset Income

The Digital Assets Segment generates revenue through the Company’s participation in digital content and blockchain-based platforms under the Digital Asset Agreement with our affiliate, Lucky Dog Holdings.

On August 8, 2025, the Company entered into a revenue sharing agreement with related party, Bonk Digital, Inc. (the “Bonk Agreement”) in which the Company obtained rights to a share of future revenue streams derived from Bonk’s digital platform (the “Bonk Digital Asset”). In accordance with the guidance in ASC 805-50-30-1, ASC 350-30-25-2, ASC 55-10-45-1 and ASC 820-10-35-2, a discounted cashflow with a terminal period of 5 years and a discount rate of 15% was used to calculate the fair value of future revenues in accordance with the agreement. On December 10, 2025, the Company amended the agreement for an amount equal to 51% of all gross revenue of LetsBonk.fun. The Company and the related party can revert back to 10% of all gross revenue at a point in time which the parties agree on such terms.

Revenue in this segment is recognized as the underlying platform revenues are earned by Bonk and the Company’s share becomes realizable under the terms of the Bonk Agreement. The Company’s share of those revenues is based on a fixed percentage of gross receipts. As previously disclosed, the original 10% agreed upon as of August 8, 2025 was increased to 51% as of December 10, 2025.

Amounts earned under the Bonk Agreement are not contingent on product sales and is recognized as “Related party revenue share” in the consolidated statements of operations when:

●the performance obligations under the letsBonk.fun platform are satisfied,
●the transaction price (i.e., the Company’s share of platform proceeds) can be reliably measured, and
●collection is probable

Revenue is recorded based on gross receipts, representing the Company’s proportionate share of digital platform proceeds received or receivable during the reporting period.

Other Asset - Revenue Sharing Agreement

During the year ended December 31, 2025, the Company entered into a revenue sharing agreement (the “Agreement”) with a related party. In connection with the Agreement, the Company issued 100,000 shares of its Series C preferred stock as consideration for the counterparty’s participation in the arrangement. The Agreement entitles the counterparty to receive a portion of future revenues generated from certain Company products and initiatives, subject to the terms and conditions of the Agreement.

The issuance of the Series C preferred stock was accounted for as a non-cash transaction. The fair value of the Series C preferred stock issued was determined using a discounted cash flow model based on management’s estimates of future revenues expected to be generated under the Agreement. The resulting fair value was recorded as an increase to additional paid-in capital, with a corresponding amount recognized as an “Other asset” within the consolidated balance sheet as of December 31, 2025, representing the Company’s right to future economic benefit from the Agreement. As of December 31, 2025, the asset at a fair value of $2,060,968 and is amortized on a straight-line basis over 4.25 years. The Company recognized $224,019 in related amortization expense for the twelve months ended December 31, 2025. A discounted cashflow with a terminal period of 5 years and a discount rate of 15% was used to calculate the fair value of future revenues in accordance with the agreement. During the three months ended March 31, 2026, the Company recognized $134,411 in related amortization expense.

The Company will evaluate the carrying value of this asset for impairment in future reporting periods as actual revenues are realized or if other indicators of impairment arise.

Accounts Receivable and Credit Risk

Accounts receivable are generated from sales of the Company’s products. The Company provides an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information, and existing economic conditions. During the three months ended March 31, 2026 and year ended December 31, 2025, the Company recognizedno allowance for doubtful collections.

Impairment of Long-Lived Assets

We evaluate long-lived assets (including intangible assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. An asset is considered impaired if its carrying amount exceeds the undiscounted future net cash flow the asset is expected to generate.

Goodwill and Intangible Assets

Goodwill is tested for impairment at a minimum on an annual basis. Goodwill is tested for impairment at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. If the reporting unit does not pass the qualitative assessment, then the reporting unit’s carrying value is compared to its fair value. The fair values of the reporting units are estimated using market and discounted cash flow approaches. Goodwill is considered impaired if the carrying value of the reporting unit exceeds its fair value. The discounted cash flow approach uses expected future operating results. Failure to achieve these expected results may cause a future impairment of goodwill at the reporting unit.

Intangible assets consist of patents and trademarks, purchased customer contracts, purchased customer and merchant relationships, purchased trade names, purchased technology, and non-compete agreements. Intangible assets are amortized over the period of estimated benefit using the straight-line method and estimated useful lives ranging from one to twenty years. No significant residual value is estimated for intangible assets. We evaluate long-lived assets (including intangible assets) for impairment whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. An asset is considered impaired if its carrying amount exceeds the undiscounted future net cash flow the asset is expected to generate.

Research and Development

The Company accounts for research and development costs in accordance with the Accounting Standards Codification subtopic 730-10, Research and Development (“ASC 730-10”). Under ASC 730-10, all research and development costs must be charged to expense as incurred. Accordingly, internal research and development costs are expensed as incurred. Third-party research and developments costs are expensed when the contracted work has been performed or as milestone results have been achieved. Company-sponsored research and development costs related to both present and future products are expensed in the period incurred. The Company incurred research and development expenses of $300 and $24,190 for the three months ended March 31, 2026 and year ended December 31, 2025, respectively.

Stock Based Compensation

The Company recognizes compensation costs to employees under FASB Accounting Standards Codification 718 “Compensation - Stock Compensation” (“ASC 718”). Under ASC 718, companies are required to measure the compensation costs of share-based compensation arrangements based on the grant- date fair value and recognize the costs in the financial statements over the period during which employees are required to provide services. Share-based compensation arrangements include stock options and warrants share based payments made to non-employees for goods and services. As such, compensation cost is measured on the date of grant at their fair value. Such compensation amounts, if any, are amortized over the respective vesting periods of the option grant.

Income Taxes

The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on October 24, 2018, the evaluation was performed for 2018 tax year which would be the only period subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position. The Company’s policy for recording interest and penalties associated with audits is to record such items as a component of income tax expense.

The Company’s deferred tax asset at March 31, 2026 and December 31, 2025 consists of net operating loss carry forwards calculated using federal and state effective tax rates equating to approximately $9,303,095 and $8,919,080, respectively. Due to the Company’s lack of earnings history, the deferred tax asset has been fully offset by a valuation allowance of $9,303,095 and $8,919,080 for the three months ended March 31, 2026 and year ended December 31, 2025. On August 8, 2025, the Company experienced a change in control due to the revenue sharing agreement and as a result the historical net operating loss carryforwards were eliminated.

Related Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.

Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825-10-15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Segment Reporting

The Company hastwo reportable segments: (i) the dietary and energy beverage business and (ii) digital assets, consisting of investing for growth in the appreciation of the asset.

Gross profit (loss) is the segment performance measure the chief operating decision maker (“CODM”) (our CEO, Jarrett Boon) uses to assess the Company’s reportable segments.

The dietary and energy beverage products generate revenue from the sale of these products through Amazon and other direct channels. Cost of revenue consists primarily of direct manufacturing costs and freight and shipping.

The digital assets have nominal costs associated with revenue generated through its revenue sharing agreement.

The following tables presents segment revenue and segment gross profit for the three months ended March 31, 2026 and year end December 31, 2025 reviewed by the CODM:

Three Months EndedYear End
March 31 2026December 31 2025
Revenue from beverage sales$786,331$2,117,309
Cost of sales744,0132,691,555
Gross profit42,319(574,246)
Operating expense(2,133,343)(35,700,558)
Impairment expense-(4,950,950)
Interest income8,25592,093
Interest expense(30,150)(592,504)
Other income (expense)13,680148,322
Net realized gain (loss) on marketable securities796,40413,275,054
Net Loss on settlement-(6,140,411)
Net unrealized gain on equity investment48,556(40,542)
Net loss on exchange-(120,445)
Loss from operations$(1,254,279)$(34,604,187)
Net loss$(1,254,279)(34,604,187)
Three Months EndedYear End
March 31 2026December 31 2025
Related party revenue share3,550,7261,812,352
Operating expense(85,625)(25,000)
Other income (expense)-3,290
Net unrealized gain (loss) on digital assets(3,831,935)(35,372,217)
Realized gain (loss) on exchange of digital assets(207,529)
Loss from operations(574,364)$(33,581,575)
Net loss(574,364)$(33,581,575)

Assets and liabilities are not separately analyzed or reported to the CODM and are not used to assist in decisions surrounding resource allocation and assessment of segment performance. As such, an analysis of segment assets and liabilities has not been included in this financial information. All of the assets in these financial statements, exclusive of the digital assets are related to the dietary and energy beverage business of the Company.

Recent Accounting Pronouncements

In December 2023, the FASB, issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This standard expands annual income tax disclosures to require specific categories in the rate reconciliation table to be disclosed using both percentages and reporting currency amounts and requires additional information for reconciling items that meet a quantitative threshold. Additionally, the amendment requires disclosure of income taxes paid by jurisdiction. The provisions of the standard are effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied on a prospective basis. Retrospective application is permitted. The Company adopted the new standard on December 31, 2025.

Note 3 -Accounts Receivable and Note Receivables

At March 31, 2026 and December 31, 2025, the Company had accounts receivable of $729,925 and $90,140, respectively. At March 31, 2026 the accounts receivable was from current customers and the note receivable of $798,000 were promissory notes on sale of investment shares.

The Company entered into four stock purchase agreements signed with promissory notes to four individual non-related parties on March 20, 2026. Each promissory note has no interest accruals and a Maturity Date of July 30, 2026. The Company has no representations, warranties, collateral agreements, or conditions associated with the stock purchase agreement and reserves the right to exercise the Effect of Default terms of the agreements due to any defaults.

Note 4 –Digital Assets

The Company holds its digital assets primarily with FalconX, a third-party custodial platform, in accounts maintained in the name of its wholly owned subsidiary, Bonk Holdings, LLC.

Digital asset revenues are generated through on-chain activity and are programmatically distributed to wallets designated for the Company’s benefit. In certain instances, due to technical limitations of the custodial platform, digital assets were temporarily routed through an intermediary wallet prior to transfer to the Company’s custodial accounts. These intermediary wallets function solely as pass-through mechanisms to facilitate settlement. For a short period during the year ended December 31, 2025, the Company used an intermediary wallet to hold its digital assets while transitioning the treasury asset account from a trading account to a custody account. As of December 31, 2025, the custody account, which is under full control of the Company, has been created and all of the digital assets which were held within the intermediary accounts have been transferred from the intermediary account to the Company custody account.

Access to the Company’s custodial accounts is controlled by the Company through a multi-signature authorization framework requiring approval from multiple members of management. The Company retains beneficial ownership of all digital assets throughout the transaction lifecycle.

The following table provides a roll-forward of digital assets measured at fair value on a recurring basis for the three months ended March 31, 2026 from year ended December 31, 2025:

Fair Value
Balance as of December 31, 2025$17,975,241
Related party revenue share3,550,726
Fair value of digital assets sold(392,259)
Accounts Receivable for digital assets not received(673,718)
Realized gain (loss) on exchange of digital assets(207,529)
Change in fair value of Digital Assets(3,831,936)
Balance as of March 31, 2026$16,420,525

During the three months ended March 31, 2026, and ended March 31, 2025, the Company recognized an unrealized loss from remeasurement of digital assets of $3,831,936 and $0 respectively.

Note 5 -Prepaid Expenses and Deposits

At March 31, 2026, the Company had prepaid expenses and deposits totaling $1,293,489 consisting of $100,606 of dues and subscriptions, $1,026,433 of prepaid insurance, and $166,450 of deposits on raw materials. At December 31, 2025, the Company had prepaid expenses and deposits of $1,839,484, consisting of $166,528 of raw materials, prepaid insurance of $1,509,722, security deposits of $22,897 and other prepaids of $140,337.

Note 6 -Inventory

At March 31, 2026, the Company had inventory of $756,754 consisting of finished goods. At December 31, 2025, the Company had inventory of $949,275, consisting of $118,934 of raw materials and packaging supplies and $830,341 of finished goods.

Note 7-Marketable Securities

Tron Inc.

As of December 31, 2025, the Company held 47,142 of Tron’s common stock, which are considered marketable securities and had a fair value of $0.1 million. During the three months ending March 31, 2026, the Company continues to hold 47,142 of Tron’s common stock, which are considered marketable securities and had a fair value of $107,012.

Caring Brands Inc.

As of December 31, 2025, the Company had a balance of 1,600,000 shares of Caring Brands Inc common stock remaining. During the three months ended March 31, 2026, the Company entered into four stock purchase agreements dated March 20, 2026 (the “Stock Purchase Agreement”) between the company and four institutional investors. Pursuant to the Stock Purchase Agreement, the Company sold an aggregate total of 1,596,000 of Caring Brands Inc common stock for an aggregate total of $798,000, resulting in a gain of marketable securities of $796,404. In addition, the Company entered into four Promissory Notes, with each institutional investor for payment on the Stock Purchase Agreements that has a Maturity Date of July, 30, 2026. As of March 31, 2026, the Company has a balance of 4,000 shares of Caring Brands Inc common stock remaining.

Note 8-Loans to Affiliates

During the three months ended March 31, 2026 and year ended December 31, 2025 the Company had loans to affiliates Caring Brands Inc. of $54,405 and Elite Health Partners of $85,000, totaling $139,405.

Note 9-Intangible Assets and Goodwill

The Company’s intangible assets consist of the following:

Gross Carrying AmountAccumulated AmortizationNet Carrying Amount March 31, 2026Gross Carrying AmountAccumulated AmortizationNet Carrying Amount December 31, 2025
Yerbaé tradename and trade secrets$1,298,600$(64,930)$1,233,670$1,298,600$(43,287)$1,255,313
Yerbaé non-competes113,800(113,800)-113,800(75,866)37,934
Total1,412,400(178,730)1,233,6701,412,400(119,153)1,293,247

Amortization expense for the three months ended March 31, 2026 and December 31, 2025 was $59,577 and $119,153, respectively.

The following table summarizes the useful lives of the Company’s intangible assets:

Useful Life
Yerbaé tradename and trade secrets15
Yerbaé non-competes0.75
Safety Shot capitalized patent costs12

Future amortization of intangible assets as of December 31, 2025 is as follows:

Amortization
2026124,507
202786,573
202886,573
202986,573
203086,573
Thereafter822,448

During the twelve months ended December 31, 2025, the Company identified a triggering event requiring analysis of the Company’s patents. The Company determined the patents were impaired and recognized impairment expense of $4,950,950 during the twelve months ended December 31, 2025.

On August 8, 2025, the Company entered into a revenue sharing agreement with a related party pursuant to which it obtained the right to receive 10% of the gross revenue generated by LetsBonk.fun in perpetuity in exchange for the issuance of Series C Preferred Stock. The counterparty to the arrangement is a related party through common ownership and governance.

On December 3, 2025, the Company announced that its revenue participation interest in LetsBonk.fun had increased from 10% to 51%. The Company accounts for the arrangement based on the contractual participation rights in effect during the reporting period. On December 10, 2025 the increase in revenue participation was consummated. In relation to this increase, the Company transferred no consideration to the related party.

The Company has recorded this arrangement as an intangible asset, which is amortized over its estimated useful life of 4.25 years. Related party revenue sharing as of three months ended March 31, 2026 year ended December 31, 2025 totaled $1,926,557 and $2,060,968 respectively.

As of March 31, 2026 and December 31, 2025, goodwill totaled $14,147,778 and $14,147,778, respectively.

Note 10–Accrued Interest and Liabilities

At March 31, 2026 and December 31,2025, the Company had accrued liabilities totaling $2,379,756 and $3,152,544, which consisted of accrued interest, credit card payables, advances, and payroll accruals.

Note 11 –Convertible Notes Payable

On January 20, 2025 the Company entered into a convertible note agreement with Bigger Capital LLP (i) a secured convertible note in the principal amount of $1,750,000 maturing on December 31, 2026 (the “Secured Convertible Note”); and (ii) a convertible note in the principal amount of $3,500,000 maturing July 21, 2025 (the “Convertible Note,” and, together with the Secured Convertible Note, the “Notes”). The notes entered were due to a legal settlement and no cash was received. On June 12, 2025, Bigger sold the notes to Trajan and Fried. The sale had no impact on the Company’s outstanding balance. During the twelve months ended December 31, 2025, the holders of the note converted principal of $5,200,000 and interest of $208,525 to 7,212 shares of Preferred B stock. Prior to the conversion, $50,000 of the principal was paid by the Company. The balance of these convertible notes was $0 as of December 31, 2025.

Exchange Agreement

On July 2, 2025, the Company entered into an Exchange Agreement (the “Exchange Agreement”) with certain investors (the “Investors”). Pursuant to the Exchange Agreement, the Investors exchanged (i) the Secured Convertible Note and (ii) the Convertible Note previously issued by the Company for an aggregate of 7,212 shares of the Company’s Series B Preferred Stock. The exchange was accounted for as an extinguishment of debt in accordance with ASC 470-50,Debt — Modifications and Extinguishments, as the terms of the new instruments were substantially different from those of the original notes. The carrying amount of the extinguished notes, including any unamortized discount or deferred costs, was derecognized, and the Series B Preferred Stock was recorded at its fair value on the date of exchange. The difference between the carrying amount of the notes and the fair value of the preferred shares issued was recognized as an increase to additional paid-in capital.

On January 20, 2025 the Company entered into a convertible note agreement with Bigger Capital LLP (i) a secured convertible note in the principal amount of $1.75 million maturing on December 31, 2026 (the “Secured Convertible Bigger Note”); and (ii) a convertible note in the principal amount of $3.5 million maturing June 30, 2025 (the “Convertible Bigger Note,” and, together with the Secured Convertible Bigger Note, the “Bigger Notes”). The Bigger Settlement Agreement is filed herein as Exhibit 10.32. The Secured Convertible Bigger Note is filed herein as Exhibit 4.5 and the Convertible Bigger Note is filed herein as Exhibit 4.6. The notes entered were due to a legal settlement and no cash was received. This amount was recorded as a loss on settlement.

The following table sets forth a summary of the principal balances of the Company’s convertible promissory notes activity for the year ended December 31, 2025:

Principal Balance, December 31, 20245,250,000
Note converted to Preferred B stock(5,250,000)
Principal Balance, December 31, 2025-

As of March 31, 2025, the Company hasno convertible note payables.

Note 12 –Covid-19 SBA Loans

During the year ended December 31, 2020, the Company applied for and received $55,700 under the Economic Injury Disaster Loan Program (“EIDL”), which is administered through the Small Business Administration (“SBA”). During 2021, the SBA notified the Company that the terms of the EIDL are a term of 30 years and an interest rate of 3.75%. The balance of the EIDL at March 31, 2026 and December 31, 2025 and 2024 was $48,986 and $49,210, respectively.

Note 13 -Capital Structure

Preferred Stock

The Company is authorized to issue a total of 1,000,000 shares of preferred stock with par value of $0.001. The Company’s Preferred Stock provides holders the right to receive dividends, when, as, and if declared, on an as-converted-to-common-stock basis and in the same form as dividends paid on common stock, excluding dividends in the form of common stock which are governed by the Certificate of Designation. The Preferred Stock is voting stock, with holders entitled to vote together with common stockholders on an as-converted basis, with one vote for each share of common stock into which the Preferred Stock is then convertible, subject to limitations set forth in the Certificate of Designation. In the event of any liquidation, dissolution, or winding up of the Company, distributions will be made to holders of Preferred Stock and common stock pro rata based on the number of shares held, treating all Preferred Stock as if converted to common stock immediately prior to such event and without regard to any conversion limitations. subject to adjustment for certain corporate events, including stock dividends and splits, subsequent equity sales, rights offerings, pro rata distributions, and fundamental transactions, as defined in the Certificate of Designation.

Series A Preferred Stock

On May 2, 2025, the Company filed a Certificate of Designation with the Delaware Secretary of State designating,61,949 shares as SeriesA-1 Convertible Preferred Stock,17,401 shares as Series A-2 Convertible Preferred Stock,20,650 shares as Series A-3 Convertible Preferred Stock (all such series of preferred stock referred to herein collectively as “Series A Preferred Stock”), each with a stated value of $750 per share. The Certificate of Designation sets forth the rights, preferences and limitations of the shares of Series A Preferred Stock.

The Series A Preferred Stock is convertible, at the option of the holder, into shares of the Company’s common stock at a fixed conversion price of $4.3935 per share, subject to adjustment for stock splits, stock dividends and similar events. Holders of the Series A Preferred Stock are entitled to dividends equal, on an as-if-converted-to-common-stock basis, to the dividends actually paid on shares of common stock when, as and if declared. The Series A Preferred Stock is voting stock: holders are entitled to vote together with the common stock on an as-converted basis (one vote per share of common into which their Series A shares are convertible). Upon any liquidation event, the assets available for distribution will be distributed among the holders of Preferred Stock and the common stock pro-rata based on the number of shares held and treating the Series A shares as if converted into common stock immediately prior to liquidation, without regard to any conversion limitations.

On May 2, 2025, the Company entered into an exchange agreement with Core 4 Capital Corp., a related party, and converted 6,575,025 shares of common stock to 39,993 shares of preferred stock. The Company believes the terms of these transactions are comparable to those that could be obtained from unrelated third parties; however, because the transactions are with related parties, they may not be the result of arm’s-length negotiations. All related party balances are unsecured, non-interest bearing, and due on demand unless otherwise noted. The Company used a third party’s calculations to value the Series A preferred stock. The third party used the option pricing model to calculate a $76.00 per preferred A share or $3,034,908. The fair value of the common stock exchanged on May 2, 2025 was $.4799 per common share or $3,155,354, resulting in a loss on the exchange of $120,446 taken on the income statement. The Company had 39,993 of Series A preferred stock outstanding as of March 31, 2026 and December 31, 2025.

Series B Preferred Stock

On July 2, 2025, the Company filed a Certificate of Designation with the Delaware Secretary of State designating 10,000 shares of its Series B Convertible Preferred Stock (the “Series B Preferred Stock”), each with a stated value of $750 per share. The Certificate of Designation sets forth the rights, preferences and limitations of the shares of Series B Preferred Stock.

The Series B Preferred Stock is convertible, at the option of the holder, into shares of the Company’s common stock at a fixed conversion price of $0.34 per share, subject to adjustment for stock splits, stock dividends and similar events. Holders of the Series B Preferred Stock are entitled to dividends equal, on an as-if-converted-to-common-stock basis, to the dividends actually paid on shares of common stock when, as and if declared. The Series B Preferred Stock is voting stock: holders are entitled to vote together with the common stock on an as-converted basis (one vote per share of common into which their Series B shares are convertible). Upon any liquidation event, the assets available for distribution will be distributed among the holders of Series A Convertible Preferred Stock, Series B Preferred Stock and the common stock pro-rata based on the number of shares held and treating the Series B shares as if converted into common stock immediately prior to liquidation, without regard to any conversion limitations. The company used a third party’s calculations to value the Series B preferred stock. The third party used the option pricing model to calculate a $564 per preferred B share or $4,063,962. The cash value of the convertible note was $5,408,525, resulting in difference of $1,344,563 on the extinguishment. The difference was credited to additional paid in capital.

During the year ended December 31, 2025, certain holders of our Preferred B Shares gave notice of conversion to convert 5,399 Preferred B shares to common stock, resulting in the issuance of 340,273 shares of common stock. The Company had 1,813 of Series B preferred stock outstanding as of March 31, 2026 and December 31, 2025.

Series C Preferred Stock

On August 8, 2025, the Company entered into a Securities Purchase Agreement (the “August Purchase Agreement”) with an institutional investor entity (the “Investor”) for a private investment in public equity (the “PIPE Offering”) of 35,000 shares of its Series C Convertible Preferred Stock, par value $0.001 per share (the “Series C Preferred Stock”), convertible into 62,701,541 shares of common stock, par value $0.001 (the “Common Stock”), at a conversion price of $0.5582 per share of Common Stock. The 35,000 shares of Series C Preferred Stock are referred to herein as the “SPA Preferred Stock Shares.”

The Investor paid the $25 million purchase price for the SPA Preferred Stock Shares in the form of BONK tokens (the “Consideration Tokens”), based on the closing price of BONK tokens on August 10, 2025. The Consideration Tokens are held in the custodian wallet account designated and controlled by the Company’s Board of Directors (the “Board”).

On August 8, 2025, the Company also entered into a Revenue Sharing Agreement (the “Revenue Sharing Agreement”) with the Investor, pursuant to which the Company agreed to issue 100,000 shares of the Series C Preferred Stock, convertible into 5,118,493 shares of Common Stock at a conversion price of $0.5582 per share of Common Stock, in exchange for an amount equal to 10% of all gross revenue of LetsBonk.fun in perpetuity. The 100,000 shares of Series C Preferred Stock are referred to herein as the “RSA Preferred Stock Shares,” and the SPA Preferred Stock Shares and the RSA Preferred Stock Shares are collectively referred to herein as the “Preferred Stock Shares.” The Company recorded an asset representing the revenue sharing aggregate using a discounted cash flow analysis. As of December 31, 2025, the asset had a net value of $2,060,968 and is included in the accompanying consolidated balance sheet as an ‘other asset’. The asset is amortized over 4.25 years.

The Preferred Stock Shares cannot be converted into more than 19.99% of the currently outstanding shares of Common Stock until stockholder approval of such an issuance is obtained.

The conversion price and number of shares of Common Stock issuable upon conversion of the Preferred Stock Shares is subject to appropriate adjustment in the event of stock splits and subsequent rights offerings. There is no trading market available for the Preferred Stock Shares on any securities exchange or nationally recognized trading system. The Company does not intend to list the Preferred Stock Shares on any securities exchange or nationally recognized trading system.

The securities being offered and sold by the Company under the August Purchase Agreement and the Revenue Sharing Agreement have not been registered under the Securities Act and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. The securities were offered only to accredited investors.

Pursuant to the August Purchase Agreement and the Revenue Sharing Agreement, on August 11, 2025, the Company filed a Certificate of Designation of Series C Preferred Stock with the Secretary of State of the State of Delaware (the “Series C Certificate of Designation”).

The stated value of the Series C Preferred Stock is $1,000 per share.

Holders of the Preferred Stock Shares are entitled to cast the number of votes equal to the number of whole shares of Common Stock into which the shares of Series C Preferred Stock are convertible on the basis of a conversion price of $1.00. The Holders shall vote together with the holders of shares of Common Stock as a single class. The Preferred Stock Shares cannot be voted on an “as converted basis” of more than 19.99% of the currently outstanding shares of Common Stock until shareholder approval of such voting rights is obtained.

Holders shall be entitled to receive, and the Company shall pay, dividends on Preferred Stock Shares equal (on an as-if-converted-to-Common-Stock basis) to and in the same form as dividends actually paid on shares of the Common Stock when, as and if such dividends are paid on shares of the Common Stock.

Upon any liquidation, dissolution or winding-up of the Company, the holders of Preferred Stock Shares shall be entitled to receive out of the assets of the Company the same amount that a holder of Common Stock would receive if the Preferred Stock Shares were fully converted (disregarding for such purposes any conversion limitations hereunder) to Common Stock which amounts shall be paid pari passu with all holders of Common Stock.

In the event that LetsBonk.fun ceases operations on or prior to the six-month anniversary of the original issuance date of the Preferred Stock Shares, then 50% of the Preferred Stock Shares issued shall be subject to automatic rescission and shall be returned to the Company for cancellation without further action by the Investor or the Company.

At all times when the Series C Preferred Stock remains issued and outstanding, (1) the holders of record of the shares of Series C Preferred Stock, exclusively and voting together as a separate class on an as-converted to Common Stock basis, shall be entitled to elect 50% of the directors of the Company (the “Preferred Directors”); and (2) the holders of record of the shares of Common Stock and of any other class or series of voting stock, exclusively and voting together as a single class on an as-converted to Common Stock basis, shall be entitled to elect the balance of the total number of directors of the Company (the “At-Large Directors”). If the holders of shares of the Series C Preferred Stock fail to elect a sufficient number of directors to fill all directorships for which they are entitled to elect directors, then any directorship not so filled shall remain vacant until such time as the holders of the Series C Preferred Stock fill such directorship.

The Company and the Holders acknowledge and agree that the Company is entitled to receive 10% of all gross revenue generated by LetsBonk.fun (the “LB Interest”), as set forth in that certain Revenue Sharing Agreement. The rights of the Company to receive revenue under this Section are contractual rights derived through and governed by the Revenue Sharing Agreement and are not dividend rights under Delaware corporate law. In the event that LetsBonk.fun ceases operations on or prior to the six-month anniversary of the original issuance date of the Series C Preferred Stock (“Triggering Event”), then 50% of the Series C Preferred Stock issued shall be subject to automatic rescission and shall be returned to the Company for cancellation without further action by the Holder or the Company.

2026 Issuances:

Common Stock Payable

The following table summarizes the activity of the Company’s common stock payable for the three months ended March 31, 2026:

Balance, December 31, 20252,501,336
Shares issued for common stock payable(1,532,536)
March 31, 2026968,800

The following table summarizes the issuances of the Company’s shares of common stock for the three months ended March 31, 2026:

Balance, December 31, 20257,751,707
Shares issued for common stock payable117,943
Balance, March, 31 20267,869,650

Note 14 -Warrants and Options

Warrants

During the year ended December 31, 2024, the Company reached a settlement with Bigger Capital Fund LP, (“Bigger”) for a resolution to all issues and claims that relate to the previously filed action against the Company in the Supreme Court of the State of New York, New York County, Index No. 65018/2024 (see Note 14). Under the terms of the Settlement the Company agreed to cancel 1,656,050 original warrants with an exercise price of $1.40 held by Bigger in exchange for 5,332,889 “exchange” warrants with an exercise price of $0.4348. The fair value of the exchange warrants is $2,732,329 which is offset by the unamortized value of $439,028 of the original warrants.

Market
Relative · Price on
FairTermExerciseGrantVolatilityRisk-free
Reporting DateValue(Years)PriceDatePercentageRate
1/17/25$2,732,3295$0,4348$0,5435161%0.0442

The following table summarize all warrants outstanding as of March 31, 2026 and December 31, 2025, and the related changes during the period. Exercise price is the weighted average for the respective warrants at end of period. Both the amount of warrants and their weighted average exercise price reflect the 1 for 35 split that was effected during December of 2025.

Weighted Average
Number of WarrantsExercise Price
Balance at December 31, 2025685,254$59.57
Warrants issued--
Warrants exercised--
Outstanding at March 31, 2026685,254$59.57
Exercisable at March 31, 2026685,254$59.57

Stock Options

The following table summarize all stock options outstanding as of March 31, 2026 and December 31, 2025, and the related changes during the period. Exercise price is the weighted average for the respective stock options at end of period. Both the amount of stock options and their weighted average exercise price reflect the 1 for split that was effected during December of 2025.

Weighted Average
Number of Shares · Exercise Price
Outstanding at December 31, 2025531,199$48.19
Granted--
Exercised--
Forfeited or expired-$-
Outstanding at March 31, 2026531,199$48.19

During the year ended December 31, 2025, the Company granted a total of 111,309 five-year options to employees of the Company of which 16,142 have vesting schedule from one to three years with an exercise price between $12.95, $22.02 and 28,535 which vested immediately upon grant with exercise prices between $11.55 and $17.15,7,143 options which vest over varying schedules through 2026 at an exercise prices of $15.75. Additionally, the Company granted 52,346 options with exercise prices ranging from $12.59 to $241.09 which vested immediately.

The fair value of these options was measured using the Black-Scholes valuation model at the grant date. The table below sets forth the assumptions for Black-Scholes valuation model on the respective reporting date. For options granted to employes, we use a plain vanilla Black-Scholes calculation to calculate fair value with standard market inputs.

Expected volatility121%-162%
Expected dividends-
Expected term (in years)2.5-5
Risk-free rate3.59%-4.89%

On March 31, 2026 and December 31, 2025 the Company had 531,199 options outstanding for each year.

Legal Proceedings.

The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity.

On September 5, 2023, “Sabby” Volatility Warrant Master Fund Ltd. filed a lawsuit against the Company in the federal district court for the Southern District of New York case captioned Sabby Volatility Warrant Master Fund Ltd. v. Jupiter Wellness, Inc., No.1:23-cv-07874-KPF (the “Litigation”). Sabby’s initial complaint in the Litigation alleges that the Company’s delayed spin-off and distribution of the common stock of “SRM” Entertainment. Inc. give rise to claims of breach-of-contact, promissory estoppel, and negligent misrepresentation. On November 10, 2023, Jupiter sought judicial permission to move to dismiss Sabby’s complaint, arguing that Sabby had no legal right to the delayed distribution occurring on the original record date, and that regardless, no law requires the Company to compensate Sabby for the costs of covering its short position against the Company. The Litigation was dismissed with prejudice by the federal district court for the Southern District of New York on September 23, 2024. On October 10, 2024, Sabby filed an appeal of the Southern District’s dismissal to the United States Court of Appeals for the Second Circuit. In or around March of 2025, Sabby was successful in its appeal to the Second Circuit and the lower court’s ruling was overturned as to Sabby’s breach of contract claim – Sabby’s remaining claims were dismissed. On or about July 1, 2025, the Second Circuit denied the Company’s petition for reconsideration. On May 6, 2026, the Company agreed to settle the Litigation by agreeing to pay Sabby $250,000 in exchange for a dismissal of the case and a full release from any claims related to the Litigation.

On February 9, 2024, “Sabby” Volatility Warrant Master Find Ltd. sued the Company in the federal district court for the Southern District of New York, case captioned, Sabby Volatility Warrant Master Fund Ltd. v. Safety Shot, Inc., No. 1:24-cv-920-NRB (the “Litigation”). Sabby’s initial complaint alleges that the Company has improperly refused to honor Sabby’s exercise of a Warrant to acquire 2,105,263 shares of common stock. On March 8, 2024, Sabby filed an amended complaint. The Company answered the amended complaint. Sabby seeks “liquidated and compensatory damages in an amount to be proven at trial,” including compensatory damages “estimated to be at least $750,000,” liquidated damages “estimated to be at least $600,000,” specific performance, attorneys’ fees, expenses and costs. The Company does not believe that the Litigation’s ultimate disposition or resolution will have a material adverse effect on the Company’s financial position, results of operations or liquidity. The Company has made an offer of $1.5 million to settle this matter. In January of 2026 the Company participated in a trial in the Litigation as to damages only and is awaiting the Court’s ruling. The offer of $1.5 million was accrued as of December 31, 2025 and remains as an accrued expense as of March 31, 2026.

On January 16, 2025, Carla Olson, on behalf of herself and a putative class of similarly situated individuals, filed a Class and Representative Action against Yerbaé, LLC, in the Superior Court of the State of California for the County of San Diego, alleging, among other things, violations of various provisions of the California Labor Code, the Industrial Welfare Commissions Wage Order No. 4 and the Private Attorneys General Act (the “Litigation”). The Plaintiff alleges, among other things, that Yerbaé willfully misclassified brand ambassadors as independent contractors rather than employees and seeks to recover, among other things, unpaid wages, meal and rest break premiums, expense reimbursements and statutory penalties. On or about December 15, 2025, the Company agreed to settle the Litigation by agreeing to pay $75,000 in exchange for a dismissal of the case and a full release from any claims related to the Litigation.

On September 3, 2025, the Company has reached a settlement with Brian John, the former CEO of Jupiter Wellness, whereby Mr. John had an alleged claim for certain shares of SRM (TRON) stock (the “Settlement”). As part of the settlement, the Company agreed to give Mr. John 100,000 shares of its TRON stock. In turn, Mr. John has agreed to register 500,000 shares of the Company’s Caring Brand shares. The Settlement contains customary mutual releases of all potential claims that the parties may have against each other and covenants not to sue.

On or about July 29, 2025, the Company settled a dispute with Iroquois Master Fund, Ltd. and Iroquois Capital Investment Group (collectively “Iroquois”) whereby the Company agreed to pay Iroquois $2.5 million in exchange for a full release of all claims by Iroquois. (the “Dispute”). The Dispute stemmed from Iroquois alleged ownership and attempt to do a cashless exercise of certain Company stock warrants. The Company paid the settlement amount of $2.5 million in full by July 31, 2025.

The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity.

Note 15 -Subsequent Events

In accordance with ASC Topic 855-10, the Company has analyzed its operations subsequent to March 31, 2026, to the date these financial statements were issued and has recognize the following material subsequent events.

Subsequent to March 31, 2026 the Company issued 242,272 of common shares of stock, consisting of Series B Preferred stock conversion resulting in an issuance of 114,625 and an issuance from common stock payable of 127,647.

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