As filed with the Securities and Exchange Commission on December 22, 2025 Registration No. 333-291362 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 PRE-EFFECTIVE AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 cbdMD, Inc. (Exact Name of Registrant As Specified In Its Charter) | North Carolina | 2833 | 47-3414576 | | --- | --- | --- | | (State Or Other Jurisdiction Of Incorporation Or Organization) | (Primary Standard Industrial | (I.R.S. Employer ...

Core Insights - The article discusses the financial inaccessibility of effective pharmaceutical weight loss interventions, particularly GLP-1 medications, which cost between $800-1,200 per month without insurance coverage, leading consumers to seek affordable alternatives [3][7][50] - The rise of probiotic GLP-1 supplements is highlighted as a response to the accessibility crisis, with consumers increasingly searching for natural metabolic support options [4][8][66] - The article emphasizes the differences in mechanisms and expected outcomes between pharmaceutical GLP-1 medications and probiotic supplements, with the latter supporting natural GLP-1 production rather than achieving supraphysiological effects [15][17][57] Industry Context - The obesity crisis in the U.S. is underscored, with 42.4% of adults classified as obese and healthcare costs exceeding $173 billion annually, disproportionately affecting those with lower incomes [4][62][64] - The emergence of probiotic GLP-1 supplements represents a market response to the financial barriers posed by pharmaceutical options, providing a more accessible alternative for consumers [65][66] - Industry analysts predict continued growth in the probiotic GLP-1 supplement category as pharmaceutical prices remain high and consumer education improves regarding the differences between probiotic and pharmaceutical interventions [67][68] Product Analysis - Health Journey's GLP-1 Booster is presented as a case study, featuring three research-backed probiotic strains: Akkermansia muciniphila, Clostridium butyricum, and Bifidobacterium infantis, aimed at providing accessible metabolic support [40][41][74] - The product is priced between $49-89 per month, significantly lower than pharmaceutical GLP-1 medications, making it more accessible for budget-conscious consumers [47][54] - The formulation includes prebiotic support and is manufactured in GMP-certified facilities, undergoing third-party testing to ensure quality and potency [45][74] Consumer Behavior - The article notes a significant increase in searches for alternatives to pharmaceutical GLP-1 medications, with terms like "Ozempic alternative" rising over 300% from 2024 to 2025 [8][66] - Consumers are encouraged to align their expectations with the mechanisms of probiotic supplements, which operate within physiological ranges and may provide modest metabolic support rather than dramatic weight loss [18][19][57] - The financial accessibility of probiotic GLP-1 support is relevant for various consumer segments, including those without insurance coverage for weight management medications and individuals seeking gradual metabolic improvements [54][56]

Core Insights - Psyched Wellness Ltd. has launched a new product called Calmer, which is a more potent version of its existing product Calm, offering twice the potency [1][2] - The company has also improved the flavor profile of Calm, reducing the mushroom taste while maintaining its potency [2] - A Black Friday promotion is currently being offered, providing a 40% discount on all products (excluding merchandise) until December 1, 2025 [2] Product Development - Calmer is developed based on feedback from monthly subscribers who requested a stronger version of Calm [2] - The company has concentrated its proprietary extract AME-1 without compromising the product's potency or consumer experience [2] Market Expansion - Psyched Wellness is actively expanding its route-to-market partnerships across Canada and the United States [2][3] - The company encourages interested distributors or retailers to reach out for potential partnerships [3] Company Background - Psyched Wellness Ltd. specializes in dietary supplements derived from the Amanita Muscaria mushroom, focusing on research and production of consumer packaged goods [4]

Core Insights - NooCube is a scientifically formulated nootropic supplement designed to enhance cognitive function, mental clarity, focus, and memory without the use of stimulants or harmful chemicals [6][10][20] - The supplement combines a unique blend of natural ingredients that work synergistically to support overall brain performance and protect against cognitive decline [7][12][13] Product Overview - NooCube is marketed as a "smart drug" or "brain productivity booster" aimed at improving cognitive abilities for individuals of all ages [5][6] - The formula includes ingredients such as Alpha GPC, Huperzine A, Bacopa Monnieri, and L-Theanine, which are known for their roles in enhancing neurotransmitter activity and protecting brain cells from oxidative stress [7][17][19] Benefits - Regular use of NooCube can lead to sharper concentration, quicker thinking, better recall, and reduced mental fatigue, making it particularly beneficial in fast-paced environments [8][24] - The supplement is designed to provide smooth, sustained mental energy without jitters or crashes, making it suitable for students, professionals, and entrepreneurs [8][14] Safety and Quality - NooCube emphasizes safety and transparency, using premium, non-GMO ingredients and undergoing strict quality testing to ensure purity and effectiveness [9][19] - Each ingredient is clinically tested for potency, ensuring users experience real cognitive benefits [19][22] Target Audience - NooCube is suitable for a wide range of users, including students looking to enhance learning, professionals needing sustained focus, and older adults aiming to support long-term brain health [44][45] - The product is positioned as a natural alternative for anyone seeking improved cognitive performance and mental energy [46][47] Usage Guidelines - For optimal results, NooCube should be taken consistently as part of a daily routine, with a recommended dosage of two capsules each morning [41][42] - Users may adjust the dosage up to four capsules per day based on cognitive needs, but exceeding this limit is not advised [42][43]

Core Insights - Zinzino has acquired 35% of Xion International Group to form a joint venture focused on algae production using bioreactors, aiming to secure a sustainable supply of omega-3 for its product BalanceOil+ [1][2][7] - The partnership with Xion, which has developed advanced photobioreactor technology for microalgae production, is expected to enhance Zinzino's product portfolio and brand protection [3][4][6] Financial Details - The acquisition cost Zinzino EUR 1.2 million, with EUR 0.7 million paid in cash and EUR 0.5 million settled through newly issued shares [5] Strategic Importance - This initiative is part of Zinzino's broader strategy to meet increasing global demand and expand its market presence while ensuring sustainable growth [2][6] - The collaboration with Xion will lead to the establishment of a new company, PhytoFerm, focused on producing omega-3 and other oils from algae, positioning Zinzino as a leader in sustainable nutritional solutions [7][8]

Financial Data and Key Metrics Changes - The company reported a record revenue of $34 million for Q3 2025, representing a 33% increase year over year, and a net income of $4.6 million compared to $1.9 million in the same period last year [5][14][17] - The cash position at the end of the quarter was $64.3 million with no debt [5][17] - Gross margin improved to 64.5%, up 100 basis points from 63.5% a year ago [16] Business Line Data and Key Metrics Changes - E-commerce business generated net sales of $19 million, a 29% increase year over year [5][14] - The distribution business saw a significant growth of 109% year over year, achieving $7 million in revenue [5][14] - Niagen ingredient business remained steady with revenue of $6.9 million, a 4% increase year over year [14] Market Data and Key Metrics Changes - The NAD market is expanding rapidly, with significant opportunities in skincare, cosmetics, food, beverage, and drug applications [8][10] - The company has onboarded over 1,000 wellness and healthcare clinics across the U.S. to offer the Niagen Plus product line [7][8] Company Strategy and Development Direction - The company aims to educate healthcare practitioners and consumers about Niagen as the most effective NAD booster available [6][8] - Plans to expand distribution of at-home injection kits via a telehealth platform are underway [7][34] - The company is considering establishing a standalone entity to pursue pharmaceutical applications of nicotinamide riboside, particularly for Parkinson's disease [42] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the updated full-year revenue growth guidance, revised from 22%-27% to 25%-30% year-over-year [18] - The company anticipates that gross margins will normalize on a quarterly basis moving forward, despite improvements year-over-year [16][19] - Management noted that the FDA's recent decision regarding NMN has not significantly impacted consumer purchasing behavior [36][37] Other Important Information - The company has over 40 peer-reviewed clinical studies supporting the efficacy of Niagen [9][12] - The National Advertising Division recently supported the company's position against false claims made by competitors regarding NAD products [10] Q&A Session Summary Question: What is the uptake looking like with the new partnership for IV? - Management indicated it is too early to provide feedback as the partnership just began reselling the material [24] Question: How does the "About NAD" site fit into the marketing funnel? - The site serves as an objective resource for information on NAD and is not part of the purchasing funnel [26] Question: Are at-home injection kits available in all clinics? - Currently, the kits are available in clinics, and the rollout for online purchasing is expected to take several months [33] Question: Has the FDA's announcement on NMN changed consumer purchasing behavior? - Management noted no significant changes in purchasing behavior since the announcement [36] Question: Will the company establish a standalone entity for pharmaceutical applications? - Management confirmed that establishing a standalone entity for pharmaceutical pursuits is likely, depending on study results and discussions with pharma companies [42]

Financial Performance - Total company net sales reached $34 million in Q3 2025, a 33% increase year-over-year[10] - Tru Niagen® net sales were $26 million in Q3 2025, up 44% year-over-year[10] - Gross margin improved to 64.5% in Q3 2025, a 100 basis points increase year-over-year[10] - Net income was $4.6 million, or $0.06 earnings per share, an increase of $2.7 million and $0.04 year-over-year[10] - Adjusted EBITDA reached $6.4 million, up $3.5 million year-over-year[10] - Cash provided from operations year-to-date was $12.8 million, with $64.3 million in cash and no debt[10] Sales Mix and Growth - Tru Niagen® net sales accounted for 77% of total net sales in Q3 2025, compared to 71% in Q3 2024[28] - Niagen®-related net sales remained at 97% of total net sales in both Q3 2025 and Q3 2024[28] - Year-to-date net sales reached $99.6 million, a 36% increase year-over-year[34] Outlook - The company reaffirmed its increased full-year 2025 net sales growth outlook to between 25% and 30%, driven by strong momentum in Tru Niagen® and Niagen® ingredients[10]

As filed with the Securities and Exchange Commission on October 21, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Prophase Labs, Inc. Ted Karkus Chief Executive Officer ProPhase Labs, Inc. 626 RXR Plaza, 6th Floor Uniondale, NY 11556 (516) 989-0763 (Exact name of registrant as specified in its charter) (State or Other Jurisdiction of (Primary Standard Industrial (I.R.S. Employer Incorporation ...

Egypt’s efforts to build up its economy and boost exports after a grueling crisis may be getting help from an unexpected industry: dietary supplements https://t.co/i1NLstrO74 ...

Core Points - ProPhase Labs Inc. will participate in a live Virtual Non-Deal Roadshow on September 4, 2025, to discuss its latest investor presentation [2][3] - The presentation will cover a general overview of the company, its crypto treasury strategy, significant liquidity events, and the cancellation of the Equity Line of Credit (ELOC) [3] Company Overview - ProPhase Labs Inc. is a next-generation biotech, genomics, and consumer products company focused on healthcare innovation [5] - The company aims to revolutionize healthcare through Whole Genome Sequencing solutions and diagnostic developments, including a test for early detection of esophageal cancer [5] - ProPhase Labs is committed to executional excellence, smart diversification, and a synergistic omni-channel approach to health and wellness solutions [5]