Financial Performance - For the three months ended September 30, 2025, total operating expenses were $1,873,943, a decrease of approximately 10% from $2,083,192 in the same period of 2024[97]. - The net loss for the three months ended September 30, 2025, was $1,873,669, compared to a net loss of $2,084,032 for the same period in 2024, reflecting an improvement of approximately 10%[97]. - The company incurred a loss from operations of $6,580,525 for the nine months ended September 30, 2025, contributing to an accumulated deficit of $112,652,321[104]. - Net cash used in operating activities was $6,356,680 for the nine months ended September 30, 2025, compared to $6,414,590 in 2024[108]. - Cash on hand as of September 30, 2025, was $3,757,594, which is insufficient to meet operating cash needs for the next 12 months[105]. - Management has substantial doubt about the company's ability to continue as a going concern for a period of one year from the issuance of the financial statements[106]. Expenses - General and administrative expenses increased by $235,496, or 20%, to $1,431,157 for the three months ended September 30, 2025, primarily due to higher marketing and legal expenses[98]. - General and administrative expenses decreased to $4,010,313 for the nine months ended September 30, 2025, from $4,329,565 for the same period in 2024, a decrease of 7%[101]. - Research and development expenses decreased by $400,300, or approximately 50%, to $402,417 for the three months ended September 30, 2025, driven by reduced costs in various areas[99]. - Research and development expenses increased to $2,408,839 for the nine months ended September 30, 2025, from $1,873,873 in 2024, an increase of approximately 29%[102]. - The Company experienced a significant decrease in depreciation and amortization expense, which fell by approximately 52% to $40,369 for the three months ended September 30, 2025, due to full amortization of intangible assets[100]. - Depreciation and amortization expense decreased to $161,373 for the nine months ended September 30, 2025, from $255,002 in 2024, a decrease of approximately 37%[103]. Equity and Financing - The Company reported stockholders' equity of $3,456,176 as of September 30, 2025, regaining compliance with Nasdaq Listing Rule 5550(b)(1)[95]. - The Company entered into an at-the-market offering agreement with H.C. Wainwright & Co. to sell shares of Common Stock with an aggregate offering price of up to $1,854,151, raising net cash proceeds of $1,636,799 as of September 30, 2025[91]. - Net cash provided by financing activities was $7,890,361 for the nine months ended September 30, 2025, compared to $7,210,386 in 2024[111]. - The company has not generated revenue since inception and has relied on debt and equity financing to fund operations[104]. Compliance and Risks - The Company received notice of non-compliance with Nasdaq Listing Rule 5550(a)(2) due to a stock price below $1.00 but subsequently regained compliance following a 1-for-12 reverse stock split[96]. - The company is subject to foreign currency exchange rate risk due to transactions in Canadian and Australian dollars[116]. Product Development - The Company plans to advance its lead drug candidate EB-003 through preclinical studies and aims to initiate first-in-human studies to assess safety and tolerability[88]. - The EVM401 Series was unveiled on February 25, 2025, to broaden the pipeline with additional non-hallucinogenic molecules targeting addiction and neuropsychiatric disorders[90].

Financial Results - Enveric Biosciences, Inc. reported its financial results for Q3 2025, ending September 30, 2025[4] - Specific financial metrics and performance data were included in the press release, which is referenced as Exhibit 99.1[4] Corporate Update - The company issued a corporate update alongside the financial results on November 14, 2025[4]

Group 1 - The article discusses forward-looking statements related to future events or performance of the company, emphasizing that these statements are not historical facts [1] - It highlights that forward-looking statements may include terms such as "plans," "expects," "intends," and "anticipates," indicating management's beliefs and assumptions about the future [1] - The article notes that actual results could differ materially from these forward-looking statements due to various factors affecting the company's operations and market conditions [1] Group 2 - The company must remain listed on Nasdaq and finalize its IND filing with the U.S. Food and Drug Administration to proceed with its clinical programs [1] - Successful execution of clinical trials and establishing the efficacy and safety of potential products are critical for the company's future [1] - The company faces challenges in securing necessary governmental approvals, obtaining funding, and managing growth effectively [1]

Core Insights - Enveric Biosciences has made significant progress in the chemistry, manufacturing, and controls (CMC) development of its lead candidate, EB-003 [1] - The advancements include scaling production and preparing the drug for necessary regulatory activities [1] Company Developments - The company is focused on developing next-generation neuroplastogenic small molecules aimed at treating psychiatric and neurological disorders [1] - The progress in CMC development is a crucial step for the advancement of EB-003 [1]

Core Insights - Enveric Biosciences, Inc. has entered into definitive agreements for the immediate exercise of certain outstanding series A and series B warrants [1] Company Summary - The company is focused on advancing next-generation neuroplastogenic small molecules aimed at addressing psychiatric and neurological disorders [1] - The agreements involve the purchase of up to an aggregate of 1,212,499 shares of common stock through series A warrants [1]

[PART I - FINANCIAL INFORMATION](index=4&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, equity, and cash flows, along with detailed notes [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets and shareholders' equity increased from December 2024 to June 2025, driven by cash and equity issuances, with current liabilities decreasing | Metric | June 30, 2025 (Unaudited) | December 31, 2024 | | :-------------------------------- | :------------------------ | :------------------ | | Cash | $2,849,816 | $2,241,026 | | Total current assets | $3,307,372 | $2,734,584 | | Total assets | $3,548,454 | $3,082,543 | | Total current liabilities | $1,363,685 | $1,489,736 | | Total shareholders' equity | $2,184,769 | $1,592,807 | [Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss](index=5&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Net loss increased for both three and six months ended June 30, 2025, primarily due to a significant rise in R&D expenses | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | General and administrative expenses | $1,219,018 | $1,248,151 | $2,579,156 | $3,133,904 | | Research and development expenses | $1,260,051 | $565,001 | $2,006,422 | $1,071,156 | | Total operating expenses | $2,519,049 | $1,897,931 | $4,706,582 | $4,375,248 | | Net loss | $(2,519,181) | $(1,879,394) | $(4,704,147) | $(4,336,309) | | Net loss per share - basic and diluted | $(0.97) | $(3.72) | $(2.15) | $(11.22) | - Research and development expenses significantly increased by **123%** for the three months ended June 30, 2025, and by **87%** for the six months ended June 30, 2025, compared to the prior year periods[10](index=10&type=chunk) [Unaudited Condensed Consolidated Statements of Changes in Shareholders' Equity](index=6&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Changes%20in%20Shareholders'%20Equity) Shareholders' equity increased from January to June 2025, driven by stock and warrant issuances, partially offset by net losses | Metric | January 1, 2025 | June 30, 2025 | | :-------------------------------- | :-------------- | :------------ | | Common Stock (Shares) | 678,002 | 3,026,028 | | Common Stock (Amount) | $6,780 | $30,260 | | Additional Paid-In Capital | $108,255,049 | $113,506,692 | | Accumulated Deficit | $(106,074,505) | $(110,778,652) | | Total Shareholders' Equity | $1,592,807 | $2,184,769 | - Issuance of Common Stock and warrants for cash, net of offering costs, contributed **$4,244,467** to additional paid-in capital during the six months ended June 30, 2025[12](index=12&type=chunk) [Unaudited Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Unaudited%20Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash increased by $608,790 for the six months ended June 30, 2025, due to financing activities offsetting operating cash outflows | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | | Net cash used in operating activities | $(4,281,724) | $(5,487,520) | | Net cash provided by financing activities | $4,898,010 | $6,692,699 | | Effect of foreign exchange rate on changes on cash | $(7,496) | $9,395 | | Net increase in cash | $608,790 | $1,214,574 | | Cash at end of period | $2,849,816 | $3,502,551 | - Financing activities provided **$4,898,010** in cash for the six months ended June 30, 2025, primarily from the public offering and ATM agreement, a decrease from $6,692,699 in the prior year[16](index=16&type=chunk) [Notes to Unaudited Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) These notes explain the company's business, accounting policies, financial instruments, equity transactions, and going concern uncertainty [NOTE 1. BUSINESS AND LIQUIDITY AND OTHER UNCERTAINTIES](index=10&type=section&id=NOTE%201.%20BUSINESS%20AND%20LIQUIDITY%20AND%20OTHER%20UNCERTAINTIES) Enveric Biosciences, a biotech focused on neuroplastogenic therapeutics, faces going concern uncertainty due to losses and insufficient cash - Enveric Biosciences is a biotechnology company developing novel neuroplastogenic small-molecule therapeutics for depression, anxiety, addiction, and other psychiatric disorders[18](index=18&type=chunk) - The lead program is the EVM301 Series, with lead drug candidate EB-003, focused on promoting neuroplasticity without inducing hallucinations[19](index=19&type=chunk) - The company has an accumulated deficit of **$110,778,652** as of June 30, 2025, and operating cash outflows of **$4,281,724** for the six months ended June 30, 2025, raising substantial doubt about its ability to continue as a going concern[21](index=21&type=chunk)[22](index=22&type=chunk) [NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=11&type=section&id=NOTE%202.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This note outlines accounting policies including basis of presentation, estimates, reclassifications, and foreign currency translation - Financial statements are prepared in accordance with U.S. GAAP for interim information, requiring management estimates for fair value of transactions, warrants, stock-based compensation, and R&D accruals[25](index=25&type=chunk)[27](index=27&type=chunk) - Certain prior period consulting expenses were reclassified from general and administrative to research and development, and investment option/warrant liabilities were reclassified to accrued expenses and other current liabilities[28](index=28&type=chunk) - The company's reporting currency is USD, while subsidiaries use CAD or AUD, leading to foreign currency translation adjustments recorded in accumulated other comprehensive loss[29](index=29&type=chunk)[30](index=30&type=chunk) [NOTE 3. PREPAID EXPENSES AND OTHER CURRENT ASSETS](index=14&type=section&id=NOTE%203.%20PREPAID%20EXPENSES%20AND%20OTHER%20CURRENT%20ASSETS) Prepaid expenses and other current assets decreased from December 2024 to June 2025, primarily due to lower prepaid VAT | Category | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :------------------ | | Prepaid insurance | $290,762 | $107,610 | | Prepaid other | $98,225 | $152,894 | | Prepaid product development | $65,413 | — | | Prepaid value-added taxes | $3,156 | $233,054 | | Total prepaid expenses and other current assets | $457,556 | $493,558 | [NOTE 4. PROPERTY AND EQUIPMENT](index=14&type=section&id=NOTE%204.%20PROPERTY%20AND%20EQUIPMENT) Net property and equipment decreased from December 2024 to June 2025, primarily due to accumulated depreciation | Category | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :------------------ | | Lab equipment | $811,130 | $769,105 | | Computer equipment and leasehold improvements | $27,511 | $26,073 | | Less: Accumulated depreciation | $(597,559) | $(489,401) | | Property and equipment, net | $241,082 | $305,777 | - Depreciation expense for the six months ended June 30, 2025, was **$78,824**, a decrease from $85,812 in the prior year[42](index=42&type=chunk) [NOTE 5. ACCRUED LIABILITIES](index=14&type=section&id=NOTE%205.%20ACCRUED%20LIABILITIES) Total accrued liabilities significantly decreased from December 2024 to June 2025, driven by lower product development accruals and franchise taxes | Category | June 30, 2025 | December 31, 2024 | | :-------------------------------- | :------------ | :------------------ | | Product development | $157,337 | $350,421 | | Professional fees | $59,832 | $103,968 | | Accrued franchise taxes | $3,823 | $261,100 | | Other | $1,851 | $19,609 | | Total accrued liabilities | $222,843 | $735,098 | [NOTE 6. RELATED PARTY TRANSACTIONS](index=14&type=section&id=NOTE%206.%20RELATED%20PARTY%20TRANSACTIONS) Current liabilities due to related parties decreased from December 2024 to June 2025, with R&D service fees from a board member also decreasing - Current liabilities due to related parties decreased by **57%** from $232,891 at December 31, 2024, to $99,875 at June 30, 2025[44](index=44&type=chunk) - Service fees from board member Sheila DeWitt for R&D services decreased from $97,500 for the six months ended June 30, 2024, to **$3,250** for the same period in 2025[45](index=45&type=chunk) [NOTE 7. SHARE CAPITAL AND OTHER EQUITY INSTRUMENTS](index=15&type=section&id=NOTE%207.%20SHARE%20CAPITAL%20AND%20OTHER%20EQUITY%20INSTRUMENTS) This note details recent equity financing activities, including public and ATM offerings, stock options, and RSUs, increasing outstanding shares and capital [Public Offering](index=15&type=section&id=Public%20Offering) In January 2025, a public offering of common stock and warrants generated net proceeds of **$4,244,467** - The public offering closed on February 3, 2025, generating net proceeds of **$4,244,467**[48](index=48&type=chunk) - The offering included **1,229,330** shares of Common Stock, **437,336** pre-funded warrants, and **1,666,666** each of Series A and Series B warrants[47](index=47&type=chunk) - As of June 30, 2025, **437,336** shares were issued from Pre-Funded Warrants exercises and **25,000** from Series B Warrants exercises[54](index=54&type=chunk) [At the Market Offering](index=16&type=section&id=At%20the%20Market%20Offering) An ATM Agreement in April 2025 allowed sales up to **$1.85 million** of common stock, yielding **$555,504** net cash proceeds by June 30, 2025 - An ATM Agreement was established on April 9, 2025, to sell up to **$1,854,151** of Common Stock[56](index=56&type=chunk) - As of June 30, 2025, **554,372** shares were issued under the ATM Agreement, resulting in **$555,504** in net cash proceeds[58](index=58&type=chunk) [Stock Options](index=16&type=section&id=Stock%20Options) Shares available for grant under the Incentive Plan increased by **299,733** in March 2025, with **$1,104** unamortized expense by June 30, 2025 - The Board approved an increase of **299,733** shares available under the Incentive Plan, totaling **90,584** shares available for grant as of June 30, 2025[59](index=59&type=chunk) - Stock-based compensation expense for stock options was **$828** for the six months ended June 30, 2025[60](index=60&type=chunk) [Issuance of Restricted Stock Units](index=16&type=section&id=Issuance%20of%20Restricted%20Stock%20Units) The company granted **234,808** RSUs, increasing non-vested RSUs to **275,511**, with RSU compensation expense decreasing to **$399,280** | RSU Activity | Number of shares | Weighted average fair value | | :-------------------------- | :--------------- | :-------------------------- | | Non-vested at Dec 31, 2024 | 48,017 | $24.08 | | Granted | 234,808 | $1.27 | | Vested | (7,314) | $19.00 | | Non-vested at June 30, 2025 | 275,511 | $4.77 | | RSU Stock-based Compensation Expense | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :----------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | General and administrative | $102,434 | $162,042 | $195,060 | $314,471 | | Research and development | $103,412 | $207,158 | $204,220 | $412,899 | | Total | $205,846 | $369,200 | $399,280 | $727,370 | [Warrants](index=17&type=section&id=Warrants) Outstanding warrants significantly increased to **3.47 million** at June 30, 2025, from **56,308** at December 31, 2024, due to new issuances | Warrant Activity | Warrant shares outstanding | Weighted average exercise price | | :-------------------------- | :------------------------- | :------------------------------ | | Outstanding at Dec 31, 2024 | 56,308 | $536.70 | | Issued | 3,887,334 | $2.69 | | Exercised | (462,336) | $0.16 | | Forfeited | (4,900) | $560.85 | | Outstanding at June 30, 2025 | 3,476,406 | $10.87 | [NOTE 8. LICENSING AGREEMENTS](index=17&type=section&id=NOTE%208.%20LICENSING%20AGREEMENTS) Enveric has several out-licensing agreements for various compounds, but no revenue has been earned from them as of June 30, 2025 - Akos granted Aries Science and Technology an exclusive, worldwide license for its patented radiation dermatitis topical product on July 10, 2024[66](index=66&type=chunk) - The company out-licensed its EVM201 Series program (EB-002) to MycoMedica Life Sciences on November 7, 2024, for potential development and milestone payments up to **$62 million** plus royalties[68](index=68&type=chunk) - Akos entered into two licensing agreements with Restoration Biologics LLC on February 3, 2025, for cannabinoid-COX-2 conjugate compounds[69](index=69&type=chunk) - No revenue has been earned from any of these licensing agreements as of June 30, 2025[67](index=67&type=chunk)[69](index=69&type=chunk)[70](index=70&type=chunk) [NOTE 9. COMMITMENTS AND CONTINGENCIES](index=18&type=section&id=NOTE%209.%20COMMITMENTS%20AND%20CONTINGENCIES) The company is committed to approximately **$2.3 million** in future cash payments for consulting, clinical trial support, and testing services - The company has commitments of approximately **$2.3 million** for future cash payments related to consulting, clinical trial support, and testing services[73](index=73&type=chunk) [NOTE 10. SUBSEQUENT EVENTS](index=18&type=section&id=NOTE%2010.%20SUBSEQUENT%20EVENTS) Subsequent to June 30, 2025, **220,256** shares of Common Stock were issued via the ATM Agreement, generating **$307,151** net cash proceeds - Subsequent to June 30, 2025, **220,256** shares of Common Stock were issued via the ATM Agreement, yielding **$307,151** in net cash proceeds[74](index=74&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on financial condition and results of operations, covering business, expenses, liquidity, and accounting estimates [Business Overview](index=20&type=section&id=Business%20Overview) Enveric Biosciences is a biotech focused on neuroplastogenic small-molecule therapeutics for psychiatric disorders, leveraging its Psybrary™ platform - Enveric Biosciences is a biotechnology company developing novel neuroplastogenic small-molecule therapeutics for depression, anxiety, addiction, and other psychiatric disorders, utilizing its Psybrary™ platform[79](index=79&type=chunk) - The lead program is the EVM301 Series, with lead drug candidate EB-003, aimed at promoting neuroplasticity without inducing hallucinations[80](index=80&type=chunk) - The EVM201 Series was out-licensed to MycoMedica Life Sciences in Q4 2024, and an EVM401 Series was unveiled in February 2025 to expand the pipeline with non-hallucinogenic molecules[80](index=80&type=chunk) [Recent Developments](index=21&type=section&id=Recent%20Developments) The company entered an ATM offering agreement in April 2025, issuing **554,372** shares for **$555,504** net cash proceeds - An ATM Agreement was signed on April 9, 2025, allowing the sale of Common Stock up to **$1,854,151**[86](index=86&type=chunk) - As of June 30, 2025, **554,372** shares were issued under the ATM Agreement, generating **$555,504** in net cash proceeds[86](index=86&type=chunk) [Results of Operations](index=21&type=section&id=Results%20of%20Operations) Operating expenses increased for both three and six months ended June 30, 2025, due to higher R&D expenses, resulting in increased net losses | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | General and administrative expenses | $1,219,018 | $1,248,151 | $2,579,156 | $3,133,904 | | Research and development expenses | $1,260,051 | $565,001 | $2,006,422 | $1,071,156 | | Total operating expenses | $2,519,049 | $1,897,931 | $4,706,582 | $4,375,248 | | Net loss | $(2,519,181) | $(1,879,394) | $(4,704,147) | $(4,336,309) | [General and Administrative Expenses (Three Months)](index=22&type=section&id=General%20and%20Administrative%20Expenses%20(Three%20Months)) General and administrative expenses decreased by **2%** to **$1,219,018** for the three months ended June 30, 2025, due to lower stock-based compensation - General and administrative expenses decreased by **$29,133 (2%)** to **$1,219,018** for the three months ended June 30, 2025[88](index=88&type=chunk) - This decrease was primarily driven by decreases in stock-based compensation expense (**$59,614**) and insurance expense (**$25,398**), offset by increases in salaries and wages (**$56,726**)[88](index=88&type=chunk) [Research and Development Expenses (Three Months)](index=22&type=section&id=Research%20and%20Development%20Expenses%20(Three%20Months)) Research and development expenses surged by **123%** to **$1,260,051** for the three months ended June 30, 2025, due to increased consulting and CRO costs - Research and development expenses increased by **$695,050 (123%)** to **$1,260,051** for the three months ended June 30, 2025[89](index=89&type=chunk) - This increase was mainly driven by higher consulting fees (**$832,923**) and CRO costs (**$154,354**), partially offset by decreases in salaries and wages and an Australian R&D tax incentive[89](index=89&type=chunk) [Depreciation and Amortization Expense (Three Months)](index=22&type=section&id=Depreciation%20and%20Amortization%20Expense%20(Three%20Months)) Depreciation and amortization expense decreased by **53%** to **$39,980** for the three months ended June 30, 2025, due to full intangible asset amortization - Depreciation and amortization expense decreased by **$44,799 (53%)** to **$39,980** for the three months ended June 30, 2025[90](index=90&type=chunk) - The decrease is attributed to the full amortization of the company's intangible assets during the first quarter of 2025[90](index=90&type=chunk) [General and Administrative Expenses (Six Months)](index=23&type=section&id=General%20and%20Administrative%20Expenses%20(Six%20Months)) General and administrative expenses decreased by **18%** to **$2,579,156** for the six months ended June 30, 2025, due to lower director fees and stock compensation - General and administrative expenses decreased by **$554,748 (18%)** to **$2,579,156** for the six months ended June 30, 2025[91](index=91&type=chunk) - Key drivers for the decrease include reductions in director fees (**$144,587**), stock compensation expense (**$112,317**), and accounting fees (**$58,016**)[91](index=91&type=chunk) [Research and Development Expenses (Six Months)](index=23&type=section&id=Research%20and%20Development%20Expenses%20(Six%20Months)) Research and development expenses increased by **87%** to **$2,006,422** for the six months ended June 30, 2025, due to increased consulting fees - Research and development expense increased by **$935,266 (87%)** to **$2,006,422** for the six months ended June 30, 2025[92](index=92&type=chunk) - This increase was primarily driven by a **$1,136,455** increase in consulting fees and a prior year gain from the Australian R&D tax incentive (**$259,591**), offset by decreases in salaries and wages and CRO costs[92](index=92&type=chunk) [Depreciation and Amortization Expense (Six Months)](index=23&type=section&id=Depreciation%20and%20Amortization%20Expense%20(Six%20Months)) Depreciation and amortization expense decreased by **29%** to **$121,004** for the six months ended June 30, 2025, due to full intangible asset amortization - Depreciation and amortization expense decreased by **$49,184 (29%)** to **$121,004** for the six months ended June 30, 2025[93](index=93&type=chunk) - The decrease is primarily related to the full amortization of the company's intangible assets in the first quarter of 2025[93](index=93&type=chunk) [Going Concern, Liquidity and Capital Resources](index=23&type=section&id=Going%20Concern,%20Liquidity%20and%20Capital%20Resources) The company has incurred significant losses, resulting in an accumulated deficit of **$110.8 million** and insufficient cash, raising substantial doubt about its going concern - The company has an accumulated deficit of **$110,778,652** as of June 30, 2025, and operating cash outflows of **$4,281,724** for the six months ended June 30, 2025[94](index=94&type=chunk) - Current cash of **$2,849,816** and working capital of **$1,943,687** at June 30, 2025, are insufficient to cover operating cash needs for the next 12 months, indicating substantial doubt about going concern[95](index=95&type=chunk) - Management's plan to alleviate going concern issues includes raising additional working capital through equity or debt financings, collaborations, and disciplined cash spending[95](index=95&type=chunk) [Cash Flows](index=23&type=section&id=Cash%20Flows) Net cash increased by **$608,790** for the six months ended June 30, 2025, due to financing activities offsetting operating cash outflows | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :------------------------------------ | :------------------------------- | :------------------------------- | | Net cash used in operating activities | $(4,281,724) | $(5,487,520) | | Net cash provided by financing activities | $4,898,010 | $6,692,699 | | Net increase in cash | $608,790 | $1,214,574 | [Operating Activities](index=24&type=section&id=Operating%20Activities) Net cash used in operating activities decreased to **$4,281,724** for the six months ended June 30, 2025, from **$5,487,520** in the prior year - Net cash used in operating activities was **$4,281,724** for the six months ended June 30, 2025, primarily from a net loss adjusted for non-cash items of **$4,185,600**[98](index=98&type=chunk) - This represents a decrease from **$5,487,520** used in operating activities for the same period in 2024[99](index=99&type=chunk) [Financing Activities](index=25&type=section&id=Financing%20Activities) Net cash provided by financing activities was **$4,898,010** for the six months ended June 30, 2025, primarily from public offering and ATM agreement - Net cash provided by financing activities was **$4,898,010** for the six months ended June 30, 2025[100](index=100&type=chunk) - This includes **$4,244,467** from the public offering and **$578,499** from the ATM Agreement[100](index=100&type=chunk) - In the prior year, financing activities provided **$6,692,699**, mainly from stock subscription receivables, warrant exercises, and common stock sales under distribution and purchase agreements[101](index=101&type=chunk) [Critical Accounting Estimates](index=25&type=section&id=Critical%20Accounting%20Estimates) The company's critical accounting estimates involve significant uncertainty, including accruals for third-party R&D providers - The most critical accounting estimate involves determining accruals associated with third-party providers supporting research and development efforts[102](index=102&type=chunk) - No material changes to critical accounting estimates were reported compared to the Annual Report on Form 10-K for the year ended December 31, 2024[103](index=103&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=25&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk exposure is foreign currency exchange rate risk from CAD and AUD fluctuations against USD - The primary market risk exposure is foreign currency exchange rate risk, stemming from transactions denominated in Canadian and Australian dollars by its subsidiaries[104](index=104&type=chunk) - The company has not entered into financial derivative instruments to hedge foreign currency exposures but may consider doing so in the future[105](index=105&type=chunk) [Item 4. Controls and Procedures](index=25&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of June 30, 2025, due to material weaknesses in internal controls and inadequate segregation of duties - The CEO and CFO concluded that disclosure controls and procedures were not effective as of June 30, 2025[107](index=107&type=chunk) - This ineffectiveness is due to material weaknesses in internal controls over financial reporting, specifically inadequate segregation of duties for transaction processing, review, and authorization[107](index=107&type=chunk)[108](index=108&type=chunk) - Management is implementing a remediation plan, including evaluating the material weakness and establishing procedures for documenting disclosures and disclosure controls[109](index=109&type=chunk) [PART II - OTHER INFORMATION](index=27&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=27&type=section&id=Item%201.%20Legal%20Proceedings) The company is periodically involved in legal proceedings, but management believes no pending litigation will significantly affect its financials - Management believes that current legal proceedings will not have a significant adverse effect on the company's financial position, results of operations, or cash flows[113](index=113&type=chunk) [Item 1A. Risk Factors](index=27&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes to the risk factors disclosed in the Annual Report on Form 10-K for the year ended December 31, 2024, have occurred as of the date of this Quarterly Report[114](index=114&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=27&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) There were no unregistered sales of equity securities or use of proceeds to report for the period [Item 3. Defaults Upon Senior Securities](index=27&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities to report for the period [Item 4. Mine Safety Disclosures](index=27&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company's operations [Item 5. Other Information](index=27&type=section&id=Item%205.%20Other%20Information) There is no other information to report for the period [Item 6. Exhibits](index=28&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including corporate governance documents, warrant forms, the ATM Agreement, and certifications - Exhibits include various corporate governance documents (Certificates of Incorporation, Bylaws), forms of warrants (Pre-Funded, Series A, Series B, Placement Agent), the At The Market Offering Agreement, and certifications (Sections 302 and 906 of Sarbanes-Oxley Act)[120](index=120&type=chunk)

[Filing Information](index=1&type=section&id=Filing%20Information) This section details the administrative information for the Form 8-K filing, including registrant identity and report date [Registrant Details](index=1&type=section&id=Registrant%20Details) Provides administrative details of the Form 8-K filing, including registrant's legal name, jurisdiction, and report date - Registrant: **Enveric Biosciences, Inc.**[1](index=1&type=chunk) - Date of Report: **August 14, 2025**[1](index=1&type=chunk) - Jurisdiction of Incorporation: **Delaware**[1](index=1&type=chunk) [Securities Information](index=1&type=section&id=Securities%20Information) Details the registrant's registered securities under Section 12(b) and its emerging growth company status Registered Securities | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | :------------------ | :---------------- | :---------------------------------------- | | Common stock, par value $0.01 per share | ENVB | The Nasdaq Stock Market | - The registrant is **not an emerging growth company**[3](index=3&type=chunk) [Item 2.02 Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02%20Results%20of%20Operations%20and%20Financial%20Condition) Reports the issuance of a press release on August 14, 2025, detailing Q2 2025 financial results and corporate updates - A press release was issued on **August 14, 2025**, announcing **Q2 2025 financial results** and a corporate update[4](index=4&type=chunk) - Exhibit 99.1, the press release, is furnished and **not deemed 'filed'** under Section 18 of the Exchange Act[5](index=5&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01%20Financial%20Statements%20and%20Exhibits) Lists exhibits accompanying the Form 8-K filing, including the press release and interactive data file Exhibits Filed | Exhibit Number | Description | | :------------- | :---------- | | 99.1 | Press Release, dated August 14, 2025 (furnished pursuant to Item 2.02) | | 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | [Signatures](index=3&type=section&id=SIGNATURES) Confirms the official signing of the report by Enveric Biosciences, Inc.'s CEO, Joseph Tucker, Ph.D., on August 14, 2025 - The report was signed by **Joseph Tucker, Ph.D.**, Chief Executive Officer of Enveric Biosciences, Inc.[9](index=9&type=chunk) - The signing date for the report was **August 14, 2025**[9](index=9&type=chunk)

Financial Performance - Enveric reported a net loss of $2,184,966 for the three months ended March 31, 2025, compared to a net loss of $2,456,915 for the same period in 2024, reflecting a decrease of approximately 11%[88]. - Total operating expenses decreased to $2,187,533 for Q1 2025, down from $2,477,317 in Q1 2024, a reduction of about 12%[88]. - General and administrative expenses fell by $525,615, or 28%, to $1,360,138 in Q1 2025, primarily due to reductions in various operational costs[90]. - Research and development expenses increased by $240,216, or approximately 47%, to $746,371 in Q1 2025, driven by higher consulting fees[91]. - The accumulated deficit reached $108,259,471 as of March 31, 2025, with ongoing losses anticipated in the company's development efforts[93]. - The company reported a net cash used in operating activities of $2,391,582 for the three months ended March 31, 2025, compared to $2,598,347 for the same period in 2024, reflecting a decrease of approximately 8%[98][99]. - The company experienced a net increase in cash of $2,053,409 for the three months ended March 31, 2025, compared to $4,068,059 in 2024, indicating a decrease of approximately 49%[97]. Cash Position and Financing - Enveric has cash of $4,294,435 and working capital of $3,650,434 as of March 31, 2025, which is insufficient to meet operating cash needs for the next 12 months[94]. - The company plans to raise additional working capital through public or private equity or debt financings, including an "at-the-market" offering of up to $1.8 million[94]. - Net cash provided by financing activities was $4,448,914 for the three months ended March 31, 2025, down from $6,658,269 in 2024, representing a decline of about 33%[100][101]. Development and Research - Enveric's lead drug candidate, EB-003, is currently in preclinical development with an IND filing expected as the next step[84]. - The company has synthesized over one thousand molecules from its Psybrary™, which includes 20 patent families covering a million potential molecular structures[80]. - Enveric out-licensed the EVM201 Series program to MycoMedica Life Sciences, which will seek to develop and commercialize EB-002, in exchange for development and milestone payments[79]. Going Concern and Risks - The company has substantial doubt about its ability to continue as a going concern for one year after the date of the financial statements[95]. - The company's critical accounting estimates involve significant uncertainty, particularly regarding accruals associated with third-party providers supporting research and development efforts[102]. - The company's primary market risk exposure is related to foreign currency exchange rates, particularly with the Canadian dollar and Australian dollar against the U.S. dollar[105]. - The company has not entered into any financial derivative instruments to hedge against foreign currency exchange rate risks, but may consider such hedging in the future[106]. - The net cash used in operating activities for the three months ended March 31, 2025, included a net loss adjusted for non-cash items of $1,912,659[98]. - The company has not reported any material changes to its critical accounting estimates compared to the previous year[103].

Financial Results - Enveric Biosciences, Inc. reported its financial results for Q1 2025, ending March 31, 2025[4] - The report does not include specific financial figures or performance metrics in the provided content[4] - The financial results include key metrics that will be detailed in Exhibit 99.1, which is referenced in the report[4] - The press release is furnished as Exhibit 99.1, which may contain detailed financial data[6] Corporate Update - The company issued a press release on May 14, 2025, providing a corporate update alongside the financial results[4] - The report is filed under Form 8-K, indicating compliance with the Securities Exchange Act of 1934[5] Company Information - The company is registered on The Nasdaq Stock Market under the trading symbol ENVB[2] - Enveric Biosciences is classified as an emerging growth company[3] - The company is headquartered in Naples, FL, with a principal executive office address provided[1] - Joseph Tucker, Ph.D., serves as the Chief Executive Officer of Enveric Biosciences, Inc.[9]

Financial Results - Enveric Biosciences, Inc. reported its financial results for the fourth quarter and fiscal year ended December 31, 2024[4]. - Specific financial metrics and performance data were included in the press release, which is referenced as Exhibit 99.1[4]. - The financial statements and exhibits related to the report are detailed in Item 9.01[6]. Corporate Update - The company issued a press release on March 31, 2025, providing a corporate update alongside the financial results[4]. - The report was signed by Joseph Tucker, Ph.D., the Chief Executive Officer of Enveric Biosciences, Inc.[9]. Regulatory Information - The report is not deemed "filed" under the Securities Exchange Act of 1934, and it will not be incorporated by reference into any registration statement[5]. - The company has not indicated whether it is an emerging growth company[3]. Product and Market Information - The report does not provide specific user data or future guidance in the available content[4]. - No new products, technologies, market expansions, or acquisition strategies were mentioned in the provided documents[4]. Trading Information - The company is registered under the trading symbol ENVB on The Nasdaq Stock Market[2].