YCBD / cbdMD, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

cbdMD, Inc.
US ˙ NYSEAM ˙ US12482W1018

Mga Batayang Estadistika
CIK 1644903
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to cbdMD, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 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

May 20, 2025 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 16, 2025 cbdMD, INC.

May 15, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 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 00

May 7, 2025 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

-09-30 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 6, 2025 cbdMD, INC.

May 7, 2025 EX-3.1

Articles of Amendment to Articles of Incorporation Automatic Preferred Conversion effective May 6, 2025

Exhibit 3.1 NORTH CAROLINA Department of the Secretary of State To all whom these presents shall come, Greetings: I, ELAINE F. MARSHALL, Secretary of State of the State of North Carolina, do hereby certify the following and hereto attached to be a true copy of ARTICLES OF AMENDMENT OF CBDMD, INC. the original of which was filed in this office on the 24th day of April, 2025. Scan to verify online.

May 7, 2025 EX-3.2

Articles of Amendment to Articles of Incorporation Reverse Split effective May 6, 2025

Exhibit 3.2 NORTH CAROLINA Department of the Secretary of State To all whom these presents shall come, Greetings: I, ELAINE F. MARSHALL, Secretary of State of the State of North Carolina, do hereby certify the following and hereto attached to be a true copy of ARTICLES OF AMENDMENT OF CBDMD, INC. the original of which was filed in this office on the 24th day of April, 2025. Scan to verify online.

May 6, 2025 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES NYSE American LLC hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on May 19, 2025, pursuant to the provisions of Rule 12d2-2 (a).

April 11, 2025 8-K

Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 10, 2025 cbdMD, INC.

April 11, 2025 EX-99.1

cbdMD, Inc. Announces Shareholder Approval of Automatic Conversion of Series A Preferred Stock and Other Results from Annual Meeting

Exhibit 99.1 cbdMD, Inc. Announces Shareholder Approval of Automatic Conversion of Series A Preferred Stock and Other Results from Annual Meeting CHARLOTTE, NC, April 10, 2025 (Newsfile Corp) - cbdMD, Inc. (the “Company” or "cbdMD") (NYSE American YCBD) (NYSE American YCBDpA) one of the nation's leading and most highly trusted and recognized CBD companies, and operator of the leading CBD brands cb

February 25, 2025 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 13, 2025 PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 13, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 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

January 27, 2025 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

-09-30FY2024 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 15, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 15, 2025 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission File

January 15, 2025 EX-99.1

cbdMD Announces It has Fully Satisfied its Notes

Exhibit 99.1 cbdMD Announces It has Fully Satisfied its Notes Charlotte, North Carolina-(Newsfile Corp. – January 15, 2025) - cbdMD, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), a leading and highly trusted CBD company known for its flagship brands cbdMD and Paw CBD, as well as its innovative functional mushroom brand ATRx Labs, today announced that the Company has fully satisfied the accru

January 10, 2025 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2025 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission File

January 10, 2025 EX-99.1

cbdMD Announces Additional Conversions of its Convertible Notes

Exhibit 99.1 cbdMD Announces Additional Conversions of its Convertible Notes Charlotte, North Carolina-(Newsfile Corp. – January 8, 2025) - cbdMD, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), a leading and highly trusted CBD company known for its flagship brands cbdMD and Paw CBD, as well as its innovative functional mushroom brand ATRx Labs, today announced that the Company has reduced the

January 3, 2025 EX-99.1

cbdMD, Inc. Announces Notification of Noncompliance with Additional NYSE American Continued Listing Standard

Exhibit 99.1 cbdMD, Inc. Announces Notification of Noncompliance with Additional NYSE American Continued Listing Standard Charlotte, North Carolina, January 3, 2025 - cbdMD, Inc. (NYSE American: YCBD and YCBD-PA) ,one of the nation's leading and most highly trusted and recognized CBD companies, and operator of the leading CBD brands cbdMD and Paw CBD, along with its new functional mushroom brand A

January 3, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission Fil

December 23, 2024 EX-99.1

cbdMD Announces Company

Exhibit 99.1 cbdMD Announces Company’s CEO joins the Board of Directors Charlotte, North Carolina-(Newsfile Corp. - December 23, 2024) - cbdMD, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), a leading and highly trusted CBD company known for its flagship brands cbdMD and Paw CBD, as well as its innovative functional mushroom brand ATRx Labs, today announced that T. Ronan Kennedy, the Company’

December 23, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 19, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission Fil

December 18, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2024 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 001-38

November 27, 2024 EX-10.1

Second Amendment to Westinghouse Blvd. Lease effective November 26, 2024

Exhibit 10.1 SECOND AMENDMENT TO LEASE This SECOND AMENDMENT TO LEASE (this “Amendment”) is executed as of the Amendment Effective Date (as defined below), between FIVF-III-NC1 LLC, a Delaware limited liability company (“Landlord”), and cbdMD, Inc., a North Carolina corporation (“Tenant”). RECITALS: WHEREAS, Landlord's predecessor-in-interest and Tenant entered into that certain Lease dated August

November 27, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 26, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission Fil

August 30, 2024 8-K/A

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporatio

August 29, 2024 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission File

August 26, 2024 EX-99.1

cbdMD, Inc. Announces Acceptance of Compliance Plan by NYSE American

Exhibit 99.1 cbdMD, Inc. Announces Acceptance of Compliance Plan by NYSE American Charlotte, NC, August 26, 2024 – cbdMD, Inc. (NYSE American: YCBD and YCBD-PA), one of the nation’s leading and most highly trusted and recognized CBD companies, and operator of the leading CBD brands cbdMD and Paw CBD, along with its functional mushroom brand ATRx Labs, today announced that it received notice from t

August 26, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 20, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission File

August 19, 2024 8-K/A

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (Amendment No.

August 15, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 15, 2024 cbdMD, INC.

August 14, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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

July 19, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 19, 2024 cbdMD, INC.

July 16, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 5, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 5, 2024 cbdMD, INC.

June 10, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 5, 2024 cbdMD, INC.

June 10, 2024 EX-99.1

cbdMD, Inc. Announces Notification of Noncompliance with Additional NYSE American Continued Listing Standards

Exhibit 99.1 cbdMD, Inc. Announces Notification of Noncompliance with Additional NYSE American Continued Listing Standards Charlotte, North Carolina, June 7, 2024 - cbdMD, Inc. (NYSE American: YCBD and YCBD-PA) ,one of the nation's leading and most highly trusted and recognized CBD companies, and operator of the leading CBD brands cbdMD and Paw CBD, along with its new functional mushroom brand ATR

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 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 00

April 2, 2024 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 29, 2024 cbdMD, INC.

April 2, 2024 424B3

cbdMD, Inc. PROSPECTUS SUPPLEMENT Up to 5,138,890 Shares of Common Stock

Filed pursuant to Rule 424(b)(3) Registration No. 333-277124 PROSPECTS SUPPLEMENT NO. 1 (To the Prospectus dated March 27, 2024) cbdMD, Inc. PROSPECTUS SUPPLEMENT Up to 5,138,890 Shares of Common Stock This prospectus supplement updates, amends and supplements the prospectus dated March 27, 2024 (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (Registration No. 333-

March 27, 2024 424B4

PROSPECTUS cbdMD, Inc. 5,138,890 shares of Common Stock

Filed Pursuant to Rule 424(b)(4) Registration No. 333-277124 PROSPECTUS cbdMD, Inc. 5,138,890 shares of Common Stock This prospectus relates to the sale of up to 5,138,890 shares of our common stock which may be offered and sold from time to time by the Selling Shareholders identified herein (the “Selling Shareholders”). The shares of common stock being offered by the Selling Shareholders are issu

March 22, 2024 CORRESP

cbdMD, Inc. 2101 Westinghouse Blvd., Suite A Charlotte, NC March 22, 2024

cbdMD, Inc. 2101 Westinghouse Blvd., Suite A Charlotte, NC 28273 March 22, 2024 Via EDGAR Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D. C. 20549 Re: cbdMD, Inc. Registration Statement on Form S-1 File No. 333-277124 Ladies and Gentlemen: In accordance with Rule 461 promulgated pursuant to the Securities Act of 1933, cbdMD, Inc. is hereby reque

March 19, 2024 S-1/A

As filed with the Securities and Exchange Commission on March 19, 2024

As filed with the Securities and Exchange Commission on March 19, 2024 Registration No.

March 18, 2024 EX-10.2

Lease Forbearance Agreement, dated as of March 14, 2024, by and between cbdMD, Inc. and HSKL, Inc.

Exhibit 10.2 LEASE FORBEARANCE AGREEMENT THIS LEASE FORBEARANCE AGREEMENT ("Agreement") is made and entered into as of (the "Effective Date") by and between HSKL, Inc., formerly FREEMANWHITE, INC., a Delaware corporation ("Sublandlord"), and CBDMD, INC., a North Carolina corporation ("Subtenant"). Recitals 1. Sublandlord and Subtenant entered into that certain Sublease Agreement dated 7/11/2019 (t

March 18, 2024 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 14, 2024 cbdMD, INC.

March 18, 2024 DEFA14A

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 18, 2024 EX-10.1

License Agreement, effective as of March 20, 2024, by and between cbdMD, Inc. and HSKL, Inc.

Exhibit 10.1 LICENSE AGREEMENT THIS LICENSE AGREEMENT (this "Agreement"), dated as of March 20, 2024 (the "Effective Date"), is entered into between CBDMD, INC., a North Carolina corporation ("Licensor"), and HSKL, Inc., formerly FREEMANWHITE, INC., a Delaware corporation ("Licensee"). Recitals 1. Licensor is the subtenant of an improved parcel of land which includes an approximately 50,000 square

March 1, 2024 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 1, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 29, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 29, 2024 cbdMD, INC.

March 1, 2024 EX-99.1

February 2024 Investor Presentation

Exhibit 99.1

February 16, 2024 EX-21.1

List of Subsidiaries

Exhibit 21.1 Subsidiaries cbdMD, Inc. CBD Industries, LLC PawCBD, Inc. CBD Therapeutics, LLC Proline Global, LLC

February 16, 2024 S-1

As filed with the Securities and Exchange Commission on February 15, 2024

As filed with the Securities and Exchange Commission on February 15, 2024 Registration No.

February 16, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) cbdMD, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Caluclation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry F

February 14, 2024 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 14, 2024 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 13, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 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

February 2, 2024 EX-10.1

Securities Purchase Agreement, dated as of January 30, 2024, by and between cbdMD, Inc. and the Investors*

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 30, 2024, by and between cbdMD, Inc., a North Carolina corporation (the “Company”), and each lender party that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions set forth in thi

February 2, 2024 PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 2, 2024 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2024 cbdMD, Inc. (Exact name of registrant as specified in its charter) North Carolina 001-38299 47-3414576 (State or other Jurisdiction of Incorporation) (Commission File

February 2, 2024 EX-10.3

Registration Rights Agreement, dated January 30, 2024, by and between cbdMD, Inc. and the Investors

Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 30, 2024 between cbdMD, Inc. a North Carolina corporation (the “Company”), and each of the several purchasers that is a signatory to the Purchase Agreement (each such purchaser, a “Purchaser” or “Holder” and, collectively, the “Purchasers” or “Holders”). WHEREAS,

February 2, 2024 EX-10.2

Security Agreement, dated as of January 30, 2024, by and between cbdMD, Inc. and the Investors*

Exhibit 10.2 SECURITY AGREEMENT THIS SECURITY AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of January 30, 2024, between cbdMD, Inc., a North Carolina corporation (the “Company”), with corporate headquarters at 8845 Red Oak Boulevard, Charlotte, North Carolina 28217 (the Company, each Subsidiary, and each other Person who becomes

February 2, 2024 EX-4.1

Convertible Promissory Note dated January 30, 2024

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST

January 29, 2024 10-K/A

--09-30FY2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

Table of Contents -09-30FY2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 22, 2023 EX-19.1

Insider Trading Policy

Exhibit 19.1 cbdMD, Inc. INSIDER TRADING POLICY Adopted December 23, 2019 Introduction cbdMD, Inc. (the “Company”) has adopted this Insider Trading Policy (“Policy Statement”) for all directors, officers, employees and consultants, including directors, officers, managers, employees and consultants for its subsidiaries (collectively, the “Covered Persons”), with respect to trading of the Company’s

December 22, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Non Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 22, 2023 EX-97.1

Clawback Policy

Exhibit 97.1 cbdMD, Inc. (“the Company”) CLAWBACK POLICY Introduction The Board of Directors of the Company (the “Board”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore adopted this policy

October 26, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 25, 2023 cbdMD, INC.

October 26, 2023 EX-99.1

cbdMD Announces Cancellation of Special Meeting

Exhibit 99.1 cbdMD Announces Cancellation of Special Meeting Charlotte, NC, October 25, 2023 - cbdMD, Inc. (NYSE American: YCBD, YCBD-pa) announced that it will not proceed with the vote scheduled for October 26, 2023 seeking the approval for the automatic conversion of its Series A Preferred Stock. The special meeting scheduled for that date has been cancelled. While the Company believes converti

September 25, 2023 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 22, 2023 cbdMD, INC.

September 25, 2023 EX-99.1

cbdMD Announces Adjournment of Special Meeting Scheduled to Reconvene October 26, 2023, 1:00 p.m. (Eastern Time)

Exhibit 99.1 cbdMD Announces Adjournment of Special Meeting Scheduled to Reconvene October 26, 2023, 1:00 p.m. (Eastern Time) Charlotte, NC, September 22, 2023 - cbdMD, Inc. (NYSE American: YCBD, YCBD-pa) announced that its Special Meeting of Shareholders that convened on September 22, 2023 has been adjourned until October 26, 2023 at 1:00 p.m. (Eastern Time) to solicit additional proxies for its

September 25, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

September 14, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

August 22, 2023 EX-99.1

cbdMD, Inc. Suspends Monthly Dividend Payment on its Series A Cumulative Convertible Preferred Stock

Exhibit 99.1 cbdMD, Inc. Suspends Monthly Dividend Payment on its Series A Cumulative Convertible Preferred Stock August 22, 2023, Charlotte, NC, cbdMD, Inc. (NYSE American: YCBD, YCBDpA today announced that its Board of Directors has suspended the monthly cash dividend payment on the Company’s 8.0% Series A Cumulative Convertible Preferred Stock (the “Series A Preferred Stock”) beginning with the

August 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 22, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 22, 2023 cbdMD, INC.

August 11, 2023 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

August 11, 2023 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

August 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 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

August 1, 2023 PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

July 21, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 21, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 21, 2023 cbdMD, INC.

June 26, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 22, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 22, 2023 cbdMD, INC.

May 24, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 24, 2023 cbdMD, INC.

May 24, 2023 EX-99.1

May 2023 Investor Presentation

Exhibit 99.1

May 19, 2023 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 17, 2023 cbdMD, INC.

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 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 00

May 3, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 2 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 -09-30FY2022 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

May 3, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 30, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 30, 2023 cbdMD, Inc.

May 3, 2023 EX-99.1

cbdMD Announces Proposed Public Offering of Common Stock

Exhibit 99.1 cbdMD Announces Proposed Public Offering of Common Stock CHARLOTTE, NC - April 28, 2023 - cbdMD®, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), one of the nation's leading CBD companies, today announced it has commenced an underwritten public offering of shares of its common stock. All shares of common stock in the offering are to be sold by cbdMD. In addition, cbdMD intends to

May 3, 2023 EX-99.2

cbdMD Announces Pricing of $2.8 Million Underwritten Public Offering of Common Stock

Exhibit 99.2 cbdMD Announces Pricing of $2.8 Million Underwritten Public Offering of Common Stock CHARLOTTE, NC - April 30, 2023 - cbdMD®, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), one of the nation's leading CBD companies, today announced the pricing of its previously announced underwritten public offering of 1,350,000 shares of its common stock at a public offering price of $2.10 per s

May 3, 2023 EX-99.3

cbdMD Announces Closing of $2.8 Million Underwritten Public Offering of Common Stock

Exhibit 99.3 cbdMD Announces Closing of $2.8 Million Underwritten Public Offering of Common Stock CHARLOTTE, NC - May 3, 2023 - cbdMD®, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), one of the nation's leading CBD companies, today announced the closing of its previously announced underwritten public offering of 1,350,000 shares of its common stock at a public offering price of $2.10 per shar

May 3, 2023 EX-4.1

Form of Representative’s Warrant dated May 3, 2023

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 3, 2023 EX-1.1

Underwriting Agreement, dated as of April 30, 2023, between cbdMD, Inc. and Maxim Group LLC

Exhibit 1.1 1,350,000 SHARES OF COMMON STOCK cbdMD, Inc. UNDERWRITING AGREEMENT April 30, 2023 Maxim Group LLC As the Representative of the Several underwriters, if any, named in Schedule I hereto c/o Maxim Group LLC 300 Park Avenue, 16th Floor New York, NY 10022 Ladies and Gentlemen: The undersigned, cbdMD, Inc., a company incorporated under the laws of North Carolina (collectively with its subsi

May 3, 2023 424B5

1,350,000 Shares of Common Stock

Filed Pursuant to Rule 424(b)(5) Registration No. 333-264143 PROSPECTUS SUPPLEMENT (To the Prospectus dated April 21, 2022) 1,350,000 Shares of Common Stock cbdMD, Inc. We are offering 1,350,000 shares of our common stock in this offering pursuant to this prospectus supplement and the accompanying prospectus. The public offering price for each share of common stock is $2.10. Our common stock is li

April 28, 2023 424B5

SUBJECT TO COMPLETION

Filed Pursuant to Rule 424(b)(5) Registration No. 333-264143 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended. This preliminary prospectus su

April 27, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K -09-30 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 24, 2023 cbdMD, Inc.

April 27, 2023 EX-3.1

Articles of Amendment of Articles of Incorporation, as amended, of cbdMD, Inc. effective April 24, 2023 - reverse stock split

Exhibit 3.1

April 19, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 19, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 19, 2023 cbdMD, INC.

April 14, 2023 EX-99.1

cbdMD, Inc. Announces One-for-Forty Five Reverse Stock Split of its Common Stock

Exhibit 99.1 cbdMD, Inc. Announces One-for-Forty Five Reverse Stock Split of its Common Stock Charlotte, NC – (Newsfile Corp. – April 14, 2023) - cbdMD, Inc. (NYSE American: YCBD, YCBDpA), cbdMD, a leading provider of high-quality CBD products, announced today that its board of directors on April 12, 2023 approved a ratio of one-for-forty five reverse stock split of the Company’s issued and outsta

April 14, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 12, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 12, 2023 cbdMD, INC.

March 30, 2023 424B3

PROSPECTUS cbdMD, Inc. 13,079,394 shares of Common Stock

Filed Pursuant to Rule 424(b)(3) Registration Number 333-270502 PROSPECTUS cbdMD, Inc.

March 27, 2023 CORRESP

cbdMD, Inc. 8845 Red Oak Boulevard Charlotte, North Carolina 28217

cbdMD, Inc. 8845 Red Oak Boulevard Charlotte, North Carolina 28217 Writer’s Direct Line (919) 641-8759 'CORRESP' March 27, 2023 Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 Attention: Benjamin Richie Division of Corporation Finance Office of Industrial Applications and Services Re: cbdMD, Inc. (the "

March 17, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 16, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 16, 2023 cbdMD, INC.

March 13, 2023 EX-FILING FEES

Exhibit filing fees

Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) cbdMD, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry F

March 13, 2023 S-1

As filed with the Securities and Exchange Commission on March 13, 2023

As filed with the Securities and Exchange Commission on March 13, 2023 Registration No.

March 13, 2023 EX-10.20

Side Letter – Keystone Capital Partners, LLC

Exhibit 10.20 cbdMD, Inc. 8845 Red Oak Blvd, Charlotte, NC 28217 March 10, 2023 Keystone Capital Partners, LLC 139 Fulton Street, Suite 412 New York, NY 10038 Attention: Fredric G. Zaino Re: Side Letter Agreement Mr. Zaino: This Side Letter Agreement amends and restates the Side Letter Agreement dated March 3, 2023. Reference is hereby made to that certain Common Stock Purchase Agreement made and

March 13, 2023 EX-10.17

Agreement for Advertising Placement dated February 1, 2023

Exhibit 10.17 February 1, 2023 Agreement for Advertising Placement TO: cbdMD, Inc. Attention: Dear , This letter serves as the formal agreement for advertising placement (“Agreement”) between cbdMD, Inc. a Delaware corporation (the “Company”), and a360 Media, LLC, a Delaware limited liability company (“Investor”), whereby Investor will provide professional media support and advertising placement i

March 3, 2023 SC 13G

YCBD / cbdMD Inc / AMERICAN MEDIA INC - SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 cbdMD, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12482W101 (CUSIP Number) February 1, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☐ Rule 13d-1(b) ☒ Rule 13d

March 3, 2023 EX-99.1

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. The undersigned also agree that

March 2, 2023 EX-10.2

Registration Rights Agreement dated March 2, 2023 by and among cbdMD, Inc. and Keystone Capital Partners, LLC

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November [], 2022, is by and between Keystone Capital Partners, LLC, a Delaware limited liability company (the “Investor”), and cbdMD, Inc., Inc., a North Carolina corporation (the “Company”). RECITALS A. The Company and the Investor have entered into that certain Common Stock Purchase Agr

March 2, 2023 EX-10.1

Common Stock Purchase Agreement dated March 2, 2023 by and among cbdMD, Inc. and Keystone Capital Partners, LLC

Exhibit 10.1 COMMON STOCK PURCHASE AGREEMENT Dated as of February , 2023 by and among CBDMD, INC., and KEYSTONE CAPITAL PARTNERS, LLC TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE OF COMMON STOCK 2 Section 1.1. Purchase and Sale of Stock 2 Section 1.2. Closing Date; Settlement Dates 2 Section 1.3. Initial Public Announcements and Required Filings 2 ARTICLE II PURCHASE TERMS 3 Section 2.1. Fix

March 2, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 26, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 26, 2023 cbdMD, INC.

February 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 16, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 16, 2023 cbdMD, INC.

February 22, 2023 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 16, 2023 cbdMD, INC.

February 13, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 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

February 7, 2023 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 1, 2023 cbdMD, INC.

January 23, 2023 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 20, 2023 cbdMD, INC.

January 13, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

January 4, 2023 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 ycbd20230103def14a.htm FORM DEF 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy St

January 4, 2023 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A 1 ycbd20230103defa14a.htm FORM DEFA14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy S

December 23, 2022 PRE 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

PRE 14A 1 ycbd20221221bpre14a.htm FORM PRE 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy S

December 20, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 -09-30FY2022 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

December 16, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 16, 2022 cbdMD, INC.

December 15, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 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 001-38

November 16, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2022 cbdMD, INC.

October 20, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 17, 2022 cbdMD, INC.

October 4, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 3, 2022 cbdMD, INC.

October 4, 2022 EX-99.1

Investor Presentation dated October 3, 2022

Exhibit 99.1

September 19, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 15, 2022 cbdMD, INC.

August 17, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 17, 2022 cbdMD, INC.

August 12, 2022 SC 13D/A

YCBD / cbdMD Inc / Coffman Raymond Scott - SCHEDULE 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Comm

August 11, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 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

August 11, 2022 EX-10.22

Membership Interest Transfer Agreement dated June 22, 2022

Exhibit 10.22

July 18, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 18, 2022 cbdMD, INC.

June 23, 2022 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 22, 2022 cbdMD, INC.

June 21, 2022 SC 13D/A

YCBD / cbdMD Inc / Coffman Raymond Scott - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Commu

June 17, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 15, 2022 cbdMD, INC.

June 14, 2022 EX-10.1

Separation Agreement dated June 11, 2022

EXHIBIT 10.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the ?Agreement?) is made and entered into by and between Martin A. Sumichrast (the ?Employee?) and cbdMD, Inc. (cbdMD, Inc. and its subsidiaries, together the ?Employer? or the ?Company?) as of this 11th day of June 2022. WHEREAS, the Employee is employed as the Chief Executive Officer of the Employer; WHEREAS, the Employee desires to re

June 14, 2022 EX-99.1

cbdMD, Inc. CEO Steps Down Martin Sumichrast resigns as CEO, Board Member

EXHIBIT 99.1 cbdMD, Inc. CEO Steps Down Martin Sumichrast resigns as CEO, Board Member CHARLOTTE, NC- JUNE 13, 2022 ? cbdMD, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), announced today that Martin Sumichrast has resigned as CEO and member of the Board of Directors, effective immediately. Board member Scott Stephen was named Board Chair and board member Scott Coffman, former co-CEO and the

June 14, 2022 8-K/A

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A (amendment No.

June 13, 2022 EX-10.1

Separation Agreement by and between Martin A. Sumchrast and cbdMD, Inc., and its subsidiaries effective June 11, 2022+

EXHIBIT 10.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (the ?Agreement?) is made and entered into by and between Martin A. Sumichrast (the ?Employee?) and cbdMD, Inc. (cbdMD, Inc. and its subsidiaries, together the ?Employer? or the ?Company?) as of this 11th day of June 2022. WHEREAS, the Employee is employed as the Chief Executive Officer of the Employer; WHEREAS, the Employee desires to re

June 13, 2022 EX-99.1

cbdMD, Inc. CEO Steps Down Martin Sumichrast resigns as CEO, Board Member

EXHIBIT 99.1 cbdMD, Inc. CEO Steps Down Martin Sumichrast resigns as CEO, Board Member CHARLOTTE, NC- JUNE 13, 2022 ? cbdMD, Inc. (NYSE American: YCBD) (NYSE American: YCBDpA), announced today that Martin Sumichrast has resigned as CEO and member of the Board of Directors, effective immediately. Board member Scott Stephen was named Board Chair and board member Scott Coffman, former co-CEO and the

June 13, 2022 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 11, 2022 cbdMD, INC.

June 3, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 3, 2022 cbdMD, INC.

June 1, 2022 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 1, 2022 cbdMD, INC.

June 1, 2022 EX-99.1

cbdMD, Inc. Addresses Executive SEC Matter

EXHIBIT 99.1 cbdMD, Inc. Addresses Executive SEC Matter June 1, 2022, cbdMD, Inc. (NYSE American: YCBD, YCBDpA), announced today that the company has learned that the Securities and Exchange Commission (?SEC?) has brought a civil action against Martin Sumichrast, relating to a private company previously managed by Mr. Sumichrast, which was dissolved in early 2020. The company notes that the compla

May 19, 2022 SC 13D/A

YCBD / cbdMD Inc / Coffman Raymond Scott - SC 13D/A Activist Investment

SC 13D/A 1 ycbdsc13da.htm SC 13D/A CUSIP No. 12482W101 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone N

May 17, 2022 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 17, 2022 cbdMD, INC.

May 17, 2022 EX-10.1

Executive Employment between cbdMD, Inc. and Kevin MacDermott dated May 16, 2022

EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered this 16th day of May 2022, (the ?Effective Date?) between cbdMD, Inc., a North Carolina corporation whose principal place of business is 8845 Red Oak Boulevard, Charlotte, NC 28217 (the ?Corporation?) and Kevin MacDermott, an individual whose address is 9580 Caldwell Road, Mount U

May 17, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 16, 2022 cbdMD, INC.

May 17, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 16, 2022 cbdMD, INC.

May 13, 2022 EX-10.21

Equipment Purchase Agreement effective April 7, 2022 by and between cbd Industries, LLC and Old Belts Extracts LLC

EXHIBIT 10.21

May 13, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 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 001-38299 cbdMD, INC

April 18, 2022 CORRESP

cbdMD, Inc. 8845 Red Oak Boulevard Charlotte, North Carolina 28217

cbdMD, Inc. 8845 Red Oak Boulevard Charlotte, North Carolina 28217 Writer’s Direct Line (919) 641-8759 'CORRESP' April 15, 2022 Office of Life Sciences Division of Corporation Finance United States Securities and Exchange Commission 100 F Street N.E. Washington, DC 20549 Attention: Michael Davis, Senior Law Clerk Suzanne Hayes, Branch Chief Re: cbdMD, Inc. (the "Company") Registration Statement on

April 18, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 15, 2022 cbdMD, INC.

April 13, 2022 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 7, 2022 cbdMD, INC.

April 5, 2022 S-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

As filed with the Securities and Exchange Commission on April 5, 2022 Registration No.

April 5, 2022 EX-FILING FEES

Exhibit Filing Fees

EXHIBIT 107 Calculation of Filing Fee Tabs Form S-3 cbdMD, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: New Registered and Carry Forward Securities CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered(1) Amount to be registered Proposed maximum aggregate offering price(1)(2)(3) Amount of registration fee(5) Common stock, par value $0.001 per sh

March 16, 2022 8-K

Other Events, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 11, 2022 cbdMD, INC.

March 16, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 16, 2022 cbdMD, INC.

March 2, 2022 SC 13D/A

YCBD / cbdMD Inc / Coffman Raymond Scott - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Commu

March 2, 2022 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 28, 2022 cbdMD, INC.

February 25, 2022 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1)

DEFA14A 1 ycbddef14a.htm DEFA14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy Statement ☒ De

February 16, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 15, 2022 cbdMD, INC.

February 15, 2022 EX-99.1

Investor Presentation dated February 15, 2022

EXHIBIT 99.1

February 15, 2022 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 15, 2022 cbdMD, INC.

February 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 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 001-38299 cbdMD,

January 27, 2022 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A 1 ycbddef14a.htm DEF 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy Statement ☐ Def

January 27, 2022 DEFA14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

January 19, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 17, 2022 cbdMD, INC.

January 18, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 11, 2022 cbdMD, INC.

January 18, 2022 EX-10.1

Amendment 1 to the Amended and Restated Executive Employment Agreement by and between cbd Industries, LLC and R. Scott Coffman Restated Agreement effective January 11, 2022+

EXHIBIT 10.1

January 7, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 5, 2022 cbdMD, INC.

December 30, 2021 SC 13D/A

YCBD / cbdMD Inc / Coffman Raymond Scott - SC 13D/A Activist Investment

CUSIP No. 12482W101 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Recei

December 28, 2021 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 28, 2021 cbdMD, INC.

December 17, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 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 001-38299 cbdMD, INC. (E

December 17, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 15, 2021 cbdMD, INC.

December 17, 2021 EX-21.1

Subsidiaries of the Registrant

EXHIBIT 21.1 Subsidiaries of the Registrant Name of Subsidiary Jurisdiction of Organization CBD Industries, LLC North Carolina Paw CBD, Inc. North Carolina cbdMD Therapeutics, LLC North Carolina

December 3, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 1, 2021 cbdMD, INC.

December 3, 2021 EX-10.1

John Wiesehan Separation Agreement and General Release dated December 1, 2021+

EXHIBIT 10.1

November 15, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 15, 2021 cbdMD, INC.

October 19, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 14, 2021 cbdMD, INC.

October 5, 2021 EX-10.1

Executive Employment Agreement dated October 1, 2021 between cbdMD, Inc. and T. Ronan Kennedy+

EXHIBIT 10.1

October 5, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) October 1, 2021 cbdMD, INC.

September 16, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 16, 2021 cbdMD, INC.

August 20, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 13, 2021 cbdMD, INC.

August 19, 2021 SC 13D/A

YCBD / cbdMD Inc / Coffman Raymond Scott - SC 13D/A Activist Investment

CUSIP No. 12482W101 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Recei

August 18, 2021 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 16, 2021 cbdMD, INC.

August 12, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 12, 2021 cbdMD, Inc.

August 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 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 001-38299 cbdMD, INC.

August 12, 2021 EX-99.1

cbdMD Reports Third Quarter Fiscal 2021 Results Year-Over-Year Net Sales Remain Steady of $10.6 Million, Resulting in Record Trailing Twelve Month Net Sales of Over $46.4 Million Earnings of $.02 Per Share for the Quarter Due To Product Production De

EXHIBIT 99.1 cbdMD Reports Third Quarter Fiscal 2021 Results Year-Over-Year Net Sales Remain Steady of $10.6 Million, Resulting in Record Trailing Twelve Month Net Sales of Over $46.4 Million Earnings of $.02 Per Share for the Quarter Due To Product Production Delays From Vendors on New Product Launches, Company Reduces Q1 Fiscal 2022 Net Sales Guidance to Range of $14.9 million to $15.5 million C

July 27, 2021 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 22, 2021 cbdMD, Inc.

July 27, 2021 EX-99.1

cbdMD Announces the Closed Purchase of DirectCBDOnline.com

Exhibit 99.1 cbdMD Announces the Closed Purchase of DirectCBDOnline.com CHARLOTTE, N.C. (PRWEB) July 23, 2021 cbdMD, Inc. (NYSE American: YCBD, YCBDpA), one of the leading, and most highly trusted and recognized CBD companies, announced today that it closed its purchase of leading CBD online marketplace, DirectCBDOnline.com and related trademarks and inventory, from Twenty Two Capital, LLC. The Di

July 27, 2021 EX-10.1

Asset Purchase Agreement by and among Twenty Two Capital, LLC, cbdMD, Inc., John J. Wiesehan III, Vieo Design, LLC and Bradley D. Trawick dated June 22, 2021

Execution Version Exhibit 10.1 ASSET PURCHASE AGREEMENT by and among Twenty Two Capital, LLC, cbdMD, Inc., John J. Wiesehan III, Vieo Design, LLC, and Bradley D. Trawick Dated July 22, 2021 Exhibits 1. Exhibit 2.7(a)(i)-Bill of Sale and Assignment of Contract Rights 2. Exhibit 2.7(a)(ii)-Assignment and Assumption Agreement 3. Exhibit 2.7(a)(iv)-Assignment of Servicemarks and Trademarks 4. Exhibit

July 27, 2021 EX-10.2

Employment Agreement between cbdMD, Inc. and John Wiesehan III dated July 22, 2021+

Exhibit 10.2 Execution copy EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered this 22nd day of July, 2021 (the ?Effective Date?) between cbdMD, Inc., a North Carolina corporation whose principal place of business is 8845 Red Oak Boulevard, Charlotte, NC 28217 (the ?Company?) and John J. Wiesehan III, an individual whose address is 1303 Lost Oak Road, Charlotte,

July 19, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 19, 2021 cbdMD, INC.

July 19, 2021 EX-99.1

cbdMD Enters into Letter of Intent To Purchase DirectCBDOnline.com Leading CBD Online Marketplace Expands cbdMD’s DTC Capabilities

Exhibit 99.1 cbdMD Enters into Letter of Intent To Purchase DirectCBDOnline.com Leading CBD Online Marketplace Expands cbdMD?s DTC Capabilities CHARLOTTE, NC, July 19, 2021 (BUSINESS NEWSWIRE) ? cbdMD, Inc. (NYSE American: YCBD, YCBDpA), one of the leading, and most highly trusted and recognized CBD companies, announced today that it has entered into a letter of intent to purchase leading CBD onli

July 16, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 15, 2021 cbdMD, INC.

July 2, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 1, 2021 cbdMD, INC.

July 2, 2021 EX-99.1

cbdMD, Inc. Announces Closing of Underwritten Public Offering of 8.0% Series A Cumulative Convertible Preferred Stock and Full Exercise of Underwriter’s Over-allotment Option for Total Gross Proceeds of $16.5 Million

Exhibit 99.1 cbdMD, Inc. Announces Closing of Underwritten Public Offering of 8.0% Series A Cumulative Convertible Preferred Stock and Full Exercise of Underwriter?s Over-allotment Option for Total Gross Proceeds of $16.5 Million CHARLOTTE, NC, July 1, 2021 (BUSINESS NEWSWIRE) ? cbdMD, Inc. (NYSE American: YCBD, YCBDpA), today announced the closing of its previously announced underwritten public o

June 30, 2021 8-K

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 28, 2021 cbdMD, INC.

June 30, 2021 EX-4.1

Form of Representative’s Warrant dated June 28, 2021

Exhibit 4.1 FORM OF REPRESENTATIVE?S WARRANT THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEGDE OR HYPOTHECATE, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE UNDERLYING SECURITIES FOR A PERIOD OF ON

June 30, 2021 EX-10.1

LOCK-UP LETTER AGREEMENT

Exhibit 10.1 LOCK-UP LETTER AGREEMENT June , 2021 ThinkEquity, a Division of Fordham Financial Management, Inc. 17 State Street, 22nd Floor New York, NY 10004 As Representative of the several Underwriters named on Schedule 1 to the Underwriting Agreement referenced below Ladies and Gentlemen: The undersigned understands that you (the ?Representative?) and potentially certain other firms (the ?Unde

June 30, 2021 EX-1.1

Underwriting Agreement dated June 28, 2021 by and between cbdMD, Inc. and ThinkEquity, a division of Fordham Financial Management, Inc.

Exhibit 1.1 EXECUTION VERSION UNDERWRITING AGREEMENT between cbdMD, Inc. and THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several Underwriters 1 cbdMD, Inc. UNDERWRITING AGREEMENT New York, New York June 28, 2021 ThinkEquity, A Division of Fordham Financial Management, Inc. As Representative of the several Underwriters named on Schedule 1 attached hereto

June 30, 2021 EX-99.1

cbdMD, Inc. Announces Pricing of $14.3 Million 8.0% Series A Cumulative Convertible Preferred Stock Offering

Exhibit 99.1 cbdMD, Inc. Announces Pricing of $14.3 Million 8.0% Series A Cumulative Convertible Preferred Stock Offering CHARLOTTE, NC, June 28, 2021 (BUSINESS NEWSWIRE) ? cbdMD, Inc. (NYSE American: YCBD, YCBDpA) today announced the pricing of its underwritten public offering of 1,913,100 shares of its 8.0% Series A Cumulative Convertible Preferred Stock at a price to the public of $7.50 per sha

June 30, 2021 424B5

a division of Fordham Financial Management, Inc.

Filed Pursuant to Rule 424(b)(5) Registration No. 333-228773 (To the Prospectus dated April 9, 2019) 1,913,100 Shares 8.0% Series A Cumulative Convertible Preferred Stock Liquidation Preference $10.00 Per Share cbdMD, Inc. We are offering 1,913,100 shares of our 8.0% Series A Cumulative Convertible Preferred Stock, which we refer to as the Series A Convertible Preferred Stock, in this offering pur

June 24, 2021 FWP

FWP

June 24, 2021 424B5

SUBJECT TO COMPLETION

Filed Pursuant to Rule 424(b)(5) Registration No. 333-228773 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended. This preliminary prospectus su

June 21, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 17, 2021 cbdMD, INC.

May 19, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)*

CUSIP No. 12482W101 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Receive

May 18, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 14, 2021 cbdMD, INC.

May 18, 2021 8-K

Termination of a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 17, 2021 cbdMD, INC.

May 18, 2021 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 14, 2021 cbdMD, INC.

May 12, 2021 8-K

Regulation FD Disclosure, Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 12, 2021 cbdMD, Inc.

May 12, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 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 001-38299 cbdMD, INC

May 12, 2021 EX-99.1

cbdMD Reports Second Quarter Fiscal 2021 Results YOY Net Sales Increased 26% for the March 2021 Quarter Resulting in a Record Trailing Twelve Month Net Sales Of Over $46.4 Million Company Expects Q1 Fiscal 2022 Net Sales to Range from $15.5 million t

cbdMD Reports Second Quarter Fiscal 2021 Results YOY Net Sales Increased 26% for the March 2021 Quarter Resulting in a Record Trailing Twelve Month Net Sales Of Over $46.

April 21, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 19, 2021 cbdMD, INC.

April 21, 2021 EX-10.1

Amended and Restated Executive Employment Agreement dated April 19, 2021 by and between cbdMD, Inc. and Martin A. Sumichrast+

Exhibit 10.1 Execution Version AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered this 19th day of April, 2021 (the ?Effective Date?) between cbdMD, Inc., a North Carolina corporation whose principal place of business is 8845 Red Oak Boulevard, Charlotte, NC 28217 (the ?Corporation?) and Martin A. Sumi

April 21, 2021 EX-10.2

Amended and Restated Executive Employment Agreement dated April 19, 2021 by and between CBD Industries LLC and R. Scott Coffman+

Exhibit 10.2 Execution Version AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is made and entered this 19th day of April, 2021 (the ?Effective Date?) between CBD Industries LLC, a North Carolina corporation formerly known as cbdMD LLC, whose principal place of business is 8845 Red Oak Boulevard, Charlotte, NC 28217 (t

April 15, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 13, 2021 cbdMD, INC.

April 1, 2021 EX-10.1

Addendum No. 1 to Agreement and Plan of Merger dated March 31, 2021

Exhibit 10.1 ADDENDUM NO. 1 TO THE AGREEMENT AND PLAN OF MERGER THIS ADDENDUM NO. 1 TO THE AGREEMENT AND PLAN OF MERGER (the ?Agreement?) is made and entered into as of the date of the last signatory hereto by and among cbdMD, Inc., a North Carolina corporation with its principal place of business located at 8845 Red Oak Boulevard, Charlotte, NC 28217 (the ?Corporation?) and the holders of the Rem

April 1, 2021 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 31, 2021 cbdMD, INC.

April 1, 2021 S-8

- FORM S-8

As filed with the Securities and Exchange Commission on April 1, 2021 Registration No.

March 16, 2021 8-K

Submission of Matters to a Vote of Security Holders, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 12, 2021 cbdMD, INC.

March 15, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)*

CUSIP No. 12482W101 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* cbdMD, Inc. (Name of Issuer) common stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. R. Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (704) 445-3060 (Name, Address and Telephone Number of Person Authorized to Receive

March 15, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 12, 2021 cbdMD, INC.

March 11, 2021 8-K

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 8, 2021 cbdMD, INC.

March 4, 2021 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 3, 2021 cbdMD, INC.

March 4, 2021 EX-1

AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT

Exhibit 10.1 AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT THIS AMENDMENT NO. 1 TO THE EXECUTIVE EMPLOYMENT AGREEMENT (this ?Amendment No. 1?) is made and entered as of the 3rd day of March, 2021, by and between cbdMD, Inc., a North Carolina corporation whose principal place of business is 8845 Red Oak Boulevard, Charlotte, NC 28217 (the ?Corporation?) and T. Ronan Kennedy, an individual w

February 24, 2021 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* cbdMD, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 12482W101 (CUSIP Number) Mr. Raymond Scott Coffman c/o 8845 Red Oak Boulevard Charlotte, NC 28217 (Name, address and telephone number of person authorized to receive notices and communications) F

February 19, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 19, 2021 cbdMD, INC.

February 19, 2021 EX-99.1

EX-99.1

Exhibit 99.1

February 16, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 16, 2021 cbdMD, INC.

February 9, 2021 10-Q

Quarterly Report - QUARTERLY REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2020 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 001-38299 cbdMD,

February 9, 2021 EX-99.1

cbdMD Reports First Quarter Fiscal 2021 Results YOY Net Sales Increased 22% to Record $12.3 Million YOY e-Commerce Direct-to-Consumer Sales Jump 41% to Record $9.7 Million Pet Brand, Paw CBD, YOY Net Sales Up 83% Gross Profit Margin Hits All Time Hig

EX-99.1 2 ycbdex991.htm PRESS RELEASE Exhibit 99.1 cbdMD Reports First Quarter Fiscal 2021 Results YOY Net Sales Increased 22% to Record $12.3 Million YOY e-Commerce Direct-to-Consumer Sales Jump 41% to Record $9.7 Million Pet Brand, Paw CBD, YOY Net Sales Up 83% Gross Profit Margin Hits All Time High of 72 % February 9, 2021, cbdMD, Inc. (NYSE American: YCBD, YCBDpA), one of the nation’s leading

February 9, 2021 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 9, 2021 cbdMD, INC.

January 27, 2021 S-8

- FORM S-8

As filed with the Securities and Exchange Commission on January 27, 2021 Registration No.

January 26, 2021 DEFR14A

- DEFR14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

January 25, 2021 DEF 14A

- DEFINITIVE PROXY STATEMENT

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

January 15, 2021 8-K

Other Events - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 15, 2020 cbdMD, INC.

January 14, 2021 EX-10.1

2021 Equity Compensation Plan+

Exhibit 10.1 cbdMD, INC. 2021 EQUITY COMPENSATION PLAN 1. Purpose. 1.1 Purpose. The purpose of this 2021 Equity Compensation Plan is to enable the Company to offer to its employees, officers, directors and consultants whose past, present and/or potential contributions to the Company and its Subsidiaries have been, are or will be important to the success of the Company, an opportunity to acquire a

January 14, 2021 8-K

- CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 8, 2021 cbdMD, INC.

December 22, 2020 10-K

Annual Report - ANNUAL REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2020 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38299 CBDMD, INC. (Exact

December 22, 2020 EX-99.1

cbdMD Reports Fiscal September 30, 2020 Results Fiscal Year Net Sales Increased 77% To Record $41.9 Million e-Commerce Direct-to-Consumer Sales Jump 106% to $30.5 Million

Exhibit 99.1 cbdMD Reports Fiscal September 30, 2020 Results Fiscal Year Net Sales Increased 77% To Record $41.9 Million e-Commerce Direct-to-Consumer Sales Jump 106% to $30.5 Million CHARLOTTE, N.C. – December 22, 2020 - (BUSINESS WIRE) - cbdMD, Inc. (NYSE American: YCBD, YCBDpA), one of the nation’s leading and most highly trusted and recognized cannabidiol (CBD) brands, today announced its fina

December 22, 2020 EX-99.2

YCBD Earnings Call Script 4Q20 and FY 20

Exhibit 99.2 YCBD Earnings Call Script 4Q20 and FY 20 OPERATOR Good afternoon. Welcome to the cbdMD, Inc. fourth quarter and fiscal year ended September 30, 2020 earnings call and update. This afternoon, the company issued a press release that provided an overview of its fourth quarter and fiscal year end results, which followed the filing of its Annual Report on Form 10-K. Today’s conference call

December 22, 2020 8-K

Regulation FD Disclosure - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 22, 2020 cbdMD, Inc.

December 15, 2020 8-K

Other Events - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 15, 2020 cbdMD, INC.

December 11, 2020 EX-99.1

cbdMD, Inc. Announces Closing of $17,250,000 Underwritten Public Offering Of Its 8.0% Series A Cumulative Convertible Preferred Stock

Exhibit 99.1 cbdMD, Inc. Announces Closing of $17,250,000 Underwritten Public Offering Of Its 8.0% Series A Cumulative Convertible Preferred Stock CHARLOTTE, NC, December 11, 2020 (BUSINESS NEWSWIRE) – cbdMD, Inc. (NYSE American: YCBD, YCBDpA), today announced the closing of its previously announced underwritten public offering for total gross proceeds of $17,250,000, before deducting underwriting

December 11, 2020 8-K

Other Events, Financial Statements and Exhibits - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 11, 2020 cbdMD, INC.

December 9, 2020 424B5

a division of Fordham Financial Management, Inc. The Benchmark Company

Filed Pursuant to Rule 424(b)(5) Registration No. 333-228773 PROSPECTUS SUPPLEMENT (To the Prospectus dated April 9, 2019) 2,000,000 Shares 8.0% Series A Cumulative Convertible Preferred Stock Liquidation Preference $10.00 Per Share cbdMD, Inc. We are offering 2,000,000 shares of our 8.0% Series A Cumulative Convertible Preferred Stock, which we refer to as the Series A Convertible Preferred Stock

December 9, 2020 8-K

Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) December 8, 2020 cbdMD, INC.

December 9, 2020 EX-1.1

Underwriting Agreement dated December 8, 2020 by and between cbdMD, Inc. and ThinkEquity, a division of Fordham Financial Management, Inc.

Exhibit 1.1 UNDERWRITING AGREEMENT between cbdMD, Inc. and THINKEQUITY, A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several Underwriters cbdMD, Inc. UNDERWRITING AGREEMENT New York, New York December 8, 2020 ThinkEquity, A Division of Fordham Financial Management, Inc. As Representative of the several Underwriters named on Schedule 1 attached hereto 17 State Street,

December 9, 2020 EX-99.1

cbdMD, Inc. Announces Pricing of $15 Million 8.0% Series A Cumulative Convertible Preferred Stock Offering

Exhibit 99.1 cbdMD, Inc. Announces Pricing of $15 Million 8.0% Series A Cumulative Convertible Preferred Stock Offering CHARLOTTE, NC, December 8, 2020 (BUSINESS NEWSWIRE) ? cbdMD, Inc. (NYSE American: YCBD, YCBDpA) today announced the pricing of its underwritten public offering of 2,000,000 shares of its 8.0% Series A Cumulative Convertible Preferred Stock at a price to the public of $7.50 per sh

December 9, 2020 EX-4.1

Form of Representative’s Warrant dated December 11, 2020

Exhibit 4.1 FORM OF REPRESENTATIVE?S WARRANT THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEGDE OR HYPOTHECATE, OR BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT, OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE UNDERLYING SECURITIES FOR A PERIOD OF ON

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