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Healthier Choices Management Corp.

For the period ended Mar 31, 2026. Filed May 14, 2026.

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About this filing

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 14, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31,2026

Or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission file number:001-36469

(Exact name of Registrant as specified in its charter)

Delaware84-1070932
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
3800 North 28th Way
Hollywood, Florida33020
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code:305-600-5004

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes☒ No

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.0001 per shareHCMCOTC Pink Marketplace

As of May 14, 2026, there were 527,156,418,606 shares of the registrant’s common stock, par value $0.0001 per share, outstanding.

TABLE OF CONTENTS

PAGE
PART I FINANCIAL INFORMATION3
ITEM 1. Financial Statements3
Condensed Consolidated Balance Sheets as of March 31, 2026 (Unaudited) and December 31, 20253
Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2026 and 2025 (Unaudited)4
Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders’ Equity for the Three Months Ended March 31, 2026 and 2025 (Unaudited)5
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 (Unaudited)6
Notes to Condensed Consolidated Financial Statements (Unaudited)7
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations14
ITEM 3. Quantitative and Qualitative Disclosures about Market Risk16
ITEM 4. Controls and Procedures16
PART II OTHER INFORMATION18
ITEM 1. Legal Proceedings18
ITEM 1A. Risk Factors18
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds18
ITEM 3. Defaults Upon Senior Securities18
ITEM 4. Mine Safety Disclosures18
ITEM 5. Other Information18
ITEM 6. Exhibits19
Signatures20
ContentsView on SEC.gov

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