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Current Report · Items 1.02 · 8-K

Functional Brands, Inc.

MEHAOTCEQUITYCurrent

Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement. As previously disclosed, on May 22, 2026, Functional Brands Inc. (the “Company”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with BullionFX (the “Seller”), pursuant to which the Company agreed to acquire certain assets of the Seller, including its “Alchemy” gold-backed blockchain settlement platform, in exchang…

Filed Jul 1, 2026Accepted Jun 30, 2026, 6:46 PM EDTCIK 1837254Accession 0001213900-26-073885
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Company context

Functional Brands Inc. (OTC Markets: MEHA) is a leading innovator in wellness and performance products dedicated to Making Everyone Healthy Again™. The Company’s portfolio includes Kirkman®, one of the most trusted names in nutritional supplements for over 75 years with products available in more than 35 countries; P2i™ by Kirkman® Prenatal Multivitamin & Multimineral, the first prenatal supplement to align with FIGO standards and comply with California SB 646; and Tru2u.health, a consumer-facing telehealth and wellness platform. Functional Brands operates an FDA-registered, cGMP-compliant manufacturing facility in Oregon.

Current securities

Recent company filings

  1. Results of Operations and Financial ConditionAug 17, 2026
  2. 10-Q filingAug 14, 2026
  3. Entry into a Material Definitive Agreement · Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory ArrangementsJul 2, 2026
  4. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing · Regulation FD DisclosureJun 15, 2026
  5. Submission of Matters to a Vote of Security HoldersJun 2, 2026

Disclosure sections

Items 1.02

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.02Item 1.02 - Termination of Material Agreement
Item 1.02 Termination of a Material Definitive Agreement. As previously disclosed, on May 22, 2026, Functional Brands Inc. (the “Company”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with BullionFX (the “Seller”), pursuant to which the Company agreed to acquire certain assets of the Seller, including its “Alchemy” gold-backed blockchain settlement platform, in exchange for 100,000 shares of the Company’s Series D Convertible Preferred Stock. On June 29, 2026, the Seller elected to terminate the Asset Purchase Agreement. As a result, the Asset Purchase Agreement has been terminated effective as of June 29, 2026, and the transactions contemplated by the Asset Purchase Agreement will not be consummated. The foregoing description of the Asset Purchase Agreement and its termination does not purport to be complete and is qualified in its entirety by reference to the full text of the Asset Purchase Agreement, which was filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on May 22, 2026.