UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: 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 001-38286 ENVERIC BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) Delaware 95-4484725 (State or other jur ...

ENVERIC Next Generation Mental Health™ INVESTOR PRESENTATION SEPTEMBER 2022 1 NASDAQ: ENVB www.enveric.com Disclaimer 2 No Offer or Solicitation This communication is for informational purposes only and is not intended to and does not constitute an offer to sell, or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. It does not constitute a prospectus or prospectus equivalent document. No offering of securities shall be made except by means of a prospectus meeting ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: 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 001-38286 ENVERIC BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) Delaware 95-4484725 (State or other jurisdic ...

ENVERIC . ENVERIC E S Next Generation Mental Health™ Investor Deck May 2022 NASDAQ: ENVB Disclaimer 2 | --- | --- | --- | --- | |-------|-------|-------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Title of Each Class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.01 par value per share ENVB The Nasdaq Stock Market LLC FORM 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended: March 31, 2022 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ___ to ___ Comm ...

PART I [Business](index=6&type=section&id=Item%201.%20Business) Enveric Biosciences develops mental health and oncology treatments using psychedelic-derived molecules and synthetic cannabinoids, leveraging its Psybrary™ and PsyAI™ tools - The company's core business is developing **next-generation mental health and oncology treatments** using psychedelic-derived molecules and synthetic cannabinoids, with an initial focus on palliative care for cancer patients[20](index=20&type=chunk) - On **September 16, 2021**, Enveric completed an amalgamation with **MagicMed Industries**, acquiring its proprietary psychedelic derivatives library, the Psybrary™, and its AI discovery tool, PsyAI™[22](index=22&type=chunk)[29](index=29&type=chunk) Product Candidate Pipeline | Product Candidate | Targeted Indications | Status | Expected Next Steps | | :--- | :--- | :--- | :--- | | **EV104** | Osteoarthritis | Research & Development, Lead Optimization | Synthesis of molecular conjugates | | **EVM-101** | Cancer Related Distress (CRD) | Research & Development / Discovery | Exploratory Phase 1/2 trial | | **EVM-201** | Cancer Related Distress (CRD) | Research & Development, Lead Optimization | In-vitro and in-vivo experimentation | | **EVM-301** | Mental health indication | Research & Development, Hit-to-Lead Generation | In-vitro experimentation | | **EV102** | Radiation Dermatitis | Research & Development / IND-enabling studies | IND submission; Phase 1/2 clinical trial | | **EV101** | Glioblastoma Multiforme | Research & Development / Discovery | Exploratory Phase 1/2 trial | - The company's intellectual property portfolio includes **16 owned patent applications** related to psychedelics (psilocybin, psilocin, mescaline derivatives) and several owned and in-licensed patents for cannabinoid-based therapies[40](index=40&type=chunk)[47](index=47&type=chunk)[52](index=52&type=chunk) - Enveric collaborates with academic and industry partners, including **Tikun Olam Ltd., St. George's University of London, and The University of Calgary**, to accelerate product development and clinical trials[72](index=72&type=chunk)[73](index=73&type=chunk) [Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks including product development uncertainty, substantial funding needs, stringent regulatory hurdles for controlled substances, intense competition, and potential Nasdaq delisting - The company's success is **highly dependent** on its early-stage product candidates, which may never receive regulatory approval or be successfully commercialized[149](index=149&type=chunk)[150](index=150&type=chunk) - Enveric has **significant and increasing liquidity needs** and will require additional capital to fund operations, clinical trials, and potential commercialization, with no assurance that such funding will be available[163](index=163&type=chunk)[164](index=164&type=chunk)[165](index=165&type=chunk) - The psychedelic-derived therapeutic candidates are subject to **strict controlled substance laws** in the U.S. and other countries, with psychedelics like psilocybin classified as **Schedule I substances**, presenting significant hurdles for clinical trials and commercial marketing[249](index=249&type=chunk)[250](index=250&type=chunk) - The company has never been profitable, has no products approved for sale, and has an accumulated deficit of **$60.7 million** as of the report date[214](index=214&type=chunk) - The company faces **intense competition** from major pharmaceutical and biotech companies with greater financial and development resources[172](index=172&type=chunk) - On **February 18, 2022**, the company received a notice from Nasdaq for failing to meet the minimum **$1.00** bid price requirement, posing a risk of delisting if compliance is not regained[365](index=365&type=chunk) - A **material weakness** in internal control over financial reporting was identified, related to inadequate segregation of duties, which could impact the accuracy of financial reporting[322](index=322&type=chunk)[324](index=324&type=chunk) [Unresolved Staff Comments](index=62&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - The company reports **no unresolved staff comments**[371](index=371&type=chunk) [Properties](index=62&type=section&id=Item%202.%20Properties) The company's principal corporate office in Naples, Florida, is held under a month-to-month operating lease - The principal corporate office is in **Naples, Florida**, under a **month-to-month operating lease**[372](index=372&type=chunk) [Legal Proceedings](index=62&type=section&id=Item%203.%20Legal%20Proceedings) The company reports no pending litigation expected to materially affect its financial condition or operations - There is **no pending litigation** expected to have a material adverse effect on the company's results of operations, financial condition, or cash flows[373](index=373&type=chunk) [Mine Safety Disclosures](index=62&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reports that mine safety disclosures are not applicable - The company reports that mine safety disclosures are **not applicable**[374](index=374&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer's Purchases of Equity Securities](index=63&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%27s%20Purchases%20of%20Equity%20Securities) The company's common stock trades on Nasdaq under 'ENVB', with approximately 170 stockholders, and no cash dividends have been paid or are planned - The company's common stock is listed on the **Nasdaq Capital Markets** under the symbol "**ENVB**"[377](index=377&type=chunk) - As of **March 29, 2022**, the company had approximately **170 stockholders** of record[378](index=378&type=chunk) - The company has **never paid cash dividends** and does not plan to in the foreseeable future[379](index=379&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=63&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Operating expenses surged to **$64.6 million** in 2021, driven by a **$38.7 million** impairment charge, widening the net loss to **$49.0 million**, with future liquidity dependent on recent **$9.2 million** financing and ongoing Nasdaq delisting risk Results of Operations Comparison (2021 vs. 2020) | Metric | Year Ended 2021 | Year Ended 2020 | | :--- | :--- | :--- | | **Total operating expenses** | $64,623,420 | $5,617,317 | | Impairment of intangible assets and goodwill | $38,678,918 | $0 | | **Loss from operations** | ($64,623,420) | ($5,617,317) | | **Net loss** | ($48,976,896) | ($6,864,676) | | **Net loss per share** | ($2.07) | ($1.19) | - Operating expenses increased by **$59.0 million** (**1,050%**) in 2021, primarily due to a **$38.7 million** impairment charge, a **$4.6 million** increase in R&D costs, and a **$9.8 million** increase in stock-based compensation[416](index=416&type=chunk) - A sustained decline in the company's stock price in **Q4 2021** triggered an impairment analysis, resulting in a **$30.5 million** impairment of intangible assets and an **$8.2 million** impairment of goodwill[403](index=403&type=chunk) - The company raised approximately **$9.2 million** in net proceeds from a public offering in **February 2022**, which is expected to fund operations for at least the **next twelve months**[391](index=391&type=chunk)[393](index=393&type=chunk)[424](index=424&type=chunk) - On **February 18, 2022**, the company received a notice from Nasdaq for failing to meet the **$1.00** minimum bid price requirement, initiating a **180-day** compliance period to regain compliance[394](index=394&type=chunk)[427](index=427&type=chunk) Summary of Cash Flows (2021 vs. 2020) | Cash Flow Activity | Year Ended 2021 | Year Ended 2020 | | :--- | :--- | :--- | | Net cash used in operating activities | ($11,457,671) | ($3,888,785) | | Net cash provided by (used in) investing activities | $2,190,609 | ($44,143) | | Net cash provided by financing activities | $24,899,659 | $5,531,270 | | **Net increase in cash** | **$15,777,539** | **$1,534,746** | [Quantitative and Qualitative Disclosure About Market Risk](index=79&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosure%20About%20Market%20Risk) The company reports this item is not applicable - The company reports that this item is **not applicable**[495](index=495&type=chunk) [Financial Statements and Supplementary Data](index=79&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) Consolidated financial statements and supplementary data are included at the end of the Annual Report on Form 10-K, starting on page F-1 - The required financial statements and supplementary data are included at the end of the report, starting on page **F-1**[496](index=496&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=80&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reported no changes in or disagreements with its accountants on accounting and financial disclosure - The company reports **no disagreements** with accountants on accounting and financial disclosure[498](index=498&type=chunk) [Controls and Procedures](index=80&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective as of **December 31, 2021**, due to a material weakness in internal control over financial reporting, with remediation efforts underway - Management concluded that disclosure controls and procedures were **not effective** as of **December 31, 2021**[499](index=499&type=chunk) - A **material weakness** was identified due to **insufficient segregation of duties** in finance and accounting functions, lack of formalized control documentation, and ineffective control activities over the control environment[504](index=504&type=chunk) - **Remediation efforts are underway**, including engaging third-party experts for design and testing, implementing new software for improved controls, and using external experts for supervision and financial reporting assistance[507](index=507&type=chunk) [Other Information](index=81&type=section&id=Item%209B.%20Other%20Information) The company reported no other information in this section - The company reports **no other information**[508](index=508&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=81&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) The company reported no disclosures regarding foreign jurisdictions that prevent inspections - The company reports **no disclosures are required** under this item[509](index=509&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=82&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section details the company's executive leadership and seven-member Board of Directors, including committee structures and noted late Section 16(a) filings Executive Officers and Directors | Name | Position(s) | | :--- | :--- | | David Johnson | Executive Chairman | | Joseph Tucker, PhD | Chief Executive Officer and Director | | Avani Kanubaddi | President and Chief Operating Officer | | Dr. Bob Dagher | Chief Medical Officer | | Peter Facchini, PhD | Chief Innovation Officer | | Carter Ward | Chief Financial Officer | | George Kegler | Director and Chair of the Audit Committee | | Dr. Douglas Lind | Director | | Sol Mayer | Director and Chair of the Nominating and Corporate Governance Committee | | Dr. Marcus Schabacker | Director and Chair of the Compensation Committee | | Brad Thompson, PhD | Director | - The Board of Directors consists of **seven members**, with George Kegler, Sol Mayer, Dr. Marcus Schabacker, and Dr. Douglas Lind determined to be **independent directors** according to Nasdaq Listing Rules[539](index=539&type=chunk)[541](index=541&type=chunk) - The company has adopted a **Code of Corporate Conduct and Ethics and Whistleblower Policy**, which is available on its website[537](index=537&type=chunk) - Several **late Form 3 and Form 4 filings** were reported for directors and officers in Fiscal 2021, mostly related to initial ownership reports for new appointees[531](index=531&type=chunk)[532](index=532&type=chunk)[533](index=533&type=chunk) [Executive Compensation](index=89&type=section&id=Item%2011.%20Executive%20Compensation) Executive compensation for **2021** was heavily weighted towards stock awards, with total compensation for key executives including **$6.9 million** for David Johnson and **$2.5 million** for Joseph Tucker 2021 Summary Compensation Table | Name and Principal Position | Year | Salary | Bonus | Stock Awards | Total | | :--- | :--- | :--- | :--- | :--- | :--- | | David Johnson, Executive Chairman | 2021 | $250,000 | $168,750 | $6,469,066 | $6,887,816 | | Joseph Tucker, Chief Executive Officer | 2021 | $92,083 | $159,063 | $2,226,992 | $2,478,138 | | Avani Kanubaddi, President and COO | 2021 | $302,500 | $144,570 | $3,789,523 | $4,236,593 | - Employment agreements for key executives provide for severance payments, typically equal to **12 months of base salary**, upon termination by the company without cause or by the executive for good reason[601](index=601&type=chunk) - Non-employee directors are compensated with cash fees and equity awards; for example, in 2021, George Kegler received **$38,500** in cash and **$76,594** in equity awards[604](index=604&type=chunk) - Equity awards are granted under the **Enveric Biosciences, Inc. 2020 Long-Term Incentive Plan**, which authorizes various types of awards including stock options, RSUs, and RSAs[606](index=606&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=100&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) As of **March 29, 2022**, directors and executive officers collectively beneficially owned **9.3%** of the company's **52,585,120** outstanding common shares Beneficial Ownership of Directors and Officers (as of March 29, 2022) | Name | Shares Beneficially Owned | Percentage of Shares Outstanding | | :--- | :--- | :--- | | Joseph Tucker, PhD | 1,568,220 | 2.8% | | Avani Kanubaddi | 789,484 | 1.4% | | Peter Facchini, PhD | 1,330,329 | 2.3% | | David Johnson | 1,347,722 | 2.4% | | All directors and officers as a group (9 persons) | 5,152,322 | 9.3% | - As of **March 29, 2022**, there were **52,585,120 shares** of common stock outstanding[632](index=632&type=chunk) [Certain Relationships and Related Transactions and Director Independence](index=101&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%20and%20Director%20Independence) This section details significant related-party transactions, including the MagicMed Industries amalgamation and complex financing and IP agreements involving Jay Pharma with Alpha Capital Anstalt and Tikkun Pharma - The amalgamation with **MagicMed Industries** involved acquiring a company where key incoming executives, Dr. Joseph Tucker and Dr. Peter Facchini, were existing shareholders[642](index=642&type=chunk)[643](index=643&type=chunk) - Prior to its acquisition by Enveric, Jay Pharma engaged in significant financing transactions with Alpha Capital Anstalt, including a **$2 million** bridge loan and a **$3 million** private placement, which converted into Enveric securities[651](index=651&type=chunk)[661](index=661&type=chunk) - Jay Pharma acquired intellectual property rights from Tikkun Pharma in exchange for over **10 million** Jay Pharma shares, of which **7.77 million** were subsequently sold by Tikkun to Alpha for a nominal price of $10.00[676](index=676&type=chunk)[677](index=677&type=chunk) [Principal Accountant Fees and Services](index=109&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) The company changed independent accountants multiple times, with total professional service fees increasing to **$235,110** in **2021** from **$31,000** in **2020**, all pre-approved by the Audit Committee - The company changed its independent accountant twice during the period, ultimately appointing **Friedman LLP** in **June 2021**[690](index=690&type=chunk) Accountant Fees (2021 vs. 2020) | Fee Type | 2021 | 2020 | | :--- | :--- | :--- | | Audit fees | $170,025 | $15,000 | | Tax fees | $10,000 | $16,000 | | Audit-related fees | $5,150 | $0 | | All other fees | $49,935 | $0 | | **Total** | **$235,110** | **$31,000** | - All services provided by the independent auditor were **pre-approved** by the company's audit committee[693](index=693&type=chunk) PART IV [Exhibits and Financial Statement Schedules](index=110&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules.) This section lists all documents filed as part of the Annual Report on Form 10-K, including consolidated financial statements and a detailed index of exhibits - This section provides a list of **all financial statements and schedules** filed with the report[697](index=697&type=chunk) - An **index to all exhibits** is included, referencing key corporate documents, agreements, and certifications[698](index=698&type=chunk)[700](index=700&type=chunk) [Form 10–K Summary](index=110&type=section&id=Item%2016.%20Form%2010%E2%80%93K%20Summary.) The company reports this item is not applicable - The company reports that this item is **not applicable**[699](index=699&type=chunk)

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: 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 001-38286 ENVERIC BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) | --- | --- | --- | |-------------- ...

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 001-38286 ENVERIC BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) | --- | --- | --- | |------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10–Q (Mark One) [X] 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 001-38286 ENVERIC BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) | --- | --- | --- | |-------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10–K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year 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 001-38286 ENVERIC BIOSCIENCES, INC. (Exact name of registrant as specified in its charter) | --- | --- | |------------------------- ...