Lexaria Bioscience Corp.
For the period ended Aug 31, 2025. Filed Nov 28, 2025.
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FY2025 · Filed Nov 28, 2025
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Item 15. Exhibits and Financial Statement Schedules
a) Financial Statements
| 1) | Report of Independent Registered Public Accounting Firm (PCAOB ID 206) |
| 2) | Financial statements for our Company are listed under Item 8 of this document. |
| 3) | All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto. |
b) Exhibits
| ExhibitNumber | Description |
| (3) | Articles of Incorporation and Bylaws |
| 3.1 | Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to our Current Report on Form 8-K filed January 14, 2021) |
| 3.2 | Second Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to our Current Report on Form 8-K filed January 14, 2021) |
| (4) | Instruments Defining the Rights of Security Holders, including Indentures |
| 4.1 | Equity Incentive Plan (incorporated by reference to Exhibit 4.1 to our Registration Statement on Form S-8 filed on January 18, 2024) |
| 4.2 | Form of Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed January 14, 2021) |
| 4.3 | Form of Representative’s Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed January 14, 2021) |
| 4.4 | Form of Warrant (incorporated by reference to Exhibit 4.5 to the Registration Statement on Form S-1 filed with the SEC on April 28, 2023) |
| 4.5 | Form of Private Placement Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed February 16, 2024) |
| 4.6 | Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.3 to our Current Report on Form 8-K filed February 16, 2024) |
| 4.7 | Form of Common Stock Purchase Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed April 30, 2024) |
| 4.8 | Form of Tail Warrant (incorporated by reference as Exhibit 4.2 to our Quarterly Report on Form 10-Q filed July 12, 2024) |
| 4.9 | Form of Private Placement Warrant (incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed October 16, 2024) |
| 4.10 | Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed October 16, 2024) |
| 4.11 | Form of Placement Agent Warrant (incorporated by reference to Exhibit 4.2 to our Current Report on Form 8-K filed April 28, 2025) |
| 4.12 | Form of Private Placement Warrant (incorporated by reference as Exhibit 4.1 to our Current Report on Form 8-K filed September 29, 2025) |
| 4.13 | Form of Placement Agent Warrant (incorporated by reference as Exhibit 4.2 to our Current Report on Form 8-K filed September 29, 2025) |
| (10) | Material Contracts |
| 10.1 | Capital on Demand™ Sales Agreement, dated as of August 21, 2024 by and between Lexaria Bioscience Corp. and JonesTrading Institutional Services LLC (incorporated by reference to Exhibit 1.1 to our Current Report on Form 8-K filed on August 22, 2024) |
| 10.2 | Executive Employment Agreement dated August 31, 2024 with Richard Christopher (incorporated by reference to Exhibit 10.9 to our Annual Report on Form 10-K filed November 26, 2024) |
| 10.3 | Executive Employment Agreement dated October 1, 2024 with Michael Shankman (incorporated by reference to Exhibit 10.10 to our Annual Report on Form 10-K filed November 26, 2024) |
| 10.4 | Form of Securities Purchase Agreement with certain purchasers dated October 14, 2024 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed October 16, 2024) |
| 10.5 | Project Agreement effective December 2, 2024 with Novotech (Australia) Pty Limited (incorporated by reference to Exhibit 10.4 to our Quarterly Report on Form 10-Q filed January 10, 2025) |
| 10.6 | Executive Employment Agreement dated December 31, 2024 with John Docherty (incorporated by reference to Exhibit 10.5 to our Quarterly Report on Form 10-Q filed January 10, 2025) |
| 10.7 | Form of Director Services Agreement (incorporated by reference to Exhibit 10.3 to our Quarterly Report on Form 10-Q filed April 14, 2025) |
| 10.8 | Engagement Agreement by and between the Company and H.C. Wainwright & Co., LLC, dated February 24, 2025, as amended (incorporated by reference to Exhibit 1.1 and 1.2 to our Current Report on Form 8-K filed April 28, 2025) |
| 10.9 | Form of Securities Purchase Agreement dated April 24, 2025 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed April 28, 2025) |
| 10.10 | Change Order to Project Agreement with Novotech (Australia) Pty Limited effective May 14, 2025 (incorporated by reference to Exhibit 10.2 to our Quarterly Report on Form 10-Q filed July 14, 2025) |
| 10.11 | Engagement Agreement with H.C. Wainwright & Co. LLC dated August 12, 2025 |
| 10.12 | Form of Securities Purchase Agreement dated September 26, 2025 (incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed September 29, 2025) |
| (19) | Insider Trading Policies and Procedures |
| 19.1 | Insider Trading and Black-Out Period Policy, effective June 14, 2019 (incorporated by reference to Exhibit 19.1 to our Annual Report on Form 10-K filed November 26, 2024) |
| (21) | Subsidiaries |
| 21.1 | List of Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to our Annual Report on Form 10-K filed November 26, 2024) |
| (23) | Consents of Experts and Counsel |
| 23.1 | Consent of MaloneBailey LLP, Chartered Professional Accountants |
| (31) | Rule 13(a) - 14 (a)/15(d) - 14(a) |
| 31.1 | Section 302 Certifications under Sarbanes-Oxley Act of 2002 of Principal Executive Officer |
| 31.2 | Section 302 Certifications under Sarbanes-Oxley Act of 2002 of Principal Financial Officer and Principal Accounting Officer |
| (32) | Section 1350 Certifications |
| 32.1 | Section 906 Certification under Sarbanes Oxley Act of 2002 of Principal Executive Officer |
| 32.2 | Section 906 Certification under Sarbanes Oxley Act of 2002 of Principal Financial Officer and Principal Accounting Officer |
| (97) | Policy Relating to Recovery of Erroneously Awarded Compensation |
| 97.1 | Clawback Policy, effective December 1, 2023 (incorporated by reference to Exhibit 97.1 to our Annual Report on Form 10-K filed November 26, 2024) |
| (101)** | Interactive Data Files |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema Document |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
** Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.
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