{"filing":{"accession_number":"0001437749-26-029455","cik":"0001644903","ticker":"YCBD","company_name":"cbdMD, Inc.","form":"8-K","filing_date":"2026-09-02","report_date":"2026-09-01","primary_document":"ycbd20260901_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1644903/000143774926029455/ycbd20260901_8k.htm"},"events":[{"id":31151,"run_id":28574,"accession_number":"0001437749-26-029455","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.97,"summary":"cbdMD entered into a definitive Asset Purchase Agreement on September 1, 2026, to acquire the operating assets and brands of Twinlab (including Twinlab, Reserveage, Metabolife, and Alvita Tea) for approximately $1.75 million in assumed debt, 2,229,805 shares of common stock (19.9% of outstanding shares), and assumption of liabilities. The transaction is expected to increase combined revenues to approximately $30 million (a 40% increase) and materially expands cbdMD's multi-brand consumer wellness platform into supplements, sports nutrition, and longevity categories.","company_name":"cbdMD, Inc.","ticker":"YCBD","filing_date":"2026-09-02","form":"8-K","submitted_at":null,"items":[{"id":33957,"accession_number":"0001437749-26-029455","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"cbdMD entered into a definitive Asset Purchase Agreement on September 1, 2026, to acquire operating assets and brands of Twinlab (including Twinlab, Reserveage, Metabolife, and Alvita Tea) for consideration consisting of approximately $1.75 million in assumed debt, 2,229,805 shares of common stock (19.9% of outstanding shares), and assumption of liabilities. The transaction is expected to increase combined revenues to approximately $30 million (a 40% increase) and represents a material acquisition that expands cbdMD's multi-brand consumer wellness platform into supplements, sports nutrition, and longevity categories. This is a classic material acquisition disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T11:30:49.835201+00:00","company_name":"","ticker":null,"filing_date":""},{"id":33959,"accession_number":"0001437749-26-029455","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses cbdMD's entry into a definitive asset purchase agreement to acquire operating assets and brands of Twinlab (including Twinlab, Reserveage, Metabolife, and Alvita Tea). The press release explicitly states this is a material acquisition expected to increase combined revenues to approximately $30 million (a ~40% increase), expand the company's product portfolio into supplements, sports nutrition, and longevity categories, and represents a significant strategic step in building a multi-brand consumer wellness platform. This is a classic material acquisition disclosure under Item 1.01 of Form 8-K.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T11:30:49.835201+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":31152,"run_id":28574,"accession_number":"0001437749-26-029455","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"summary":"cbdMD amended its Certificate of Designation to reduce the conversion price of Series B Convertible Preferred Stock from $1.00 to $0.60 per share, a routine capital structure adjustment.","company_name":"cbdMD, Inc.","ticker":"YCBD","filing_date":"2026-09-02","form":"8-K","submitted_at":null,"items":[{"id":33958,"accession_number":"0001437749-26-029455","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"The Item 5.03 disclosure concerns an amendment to the Certificate of Designation reducing the conversion price of Series B Convertible Preferred Stock from $1.00 to $0.60 per share. While this is a technical amendment to the company's capital structure, it is a routine governance/corporate filing matter. The supplemental press release describes a material M\u0026A transaction (Twinlab acquisition), but the Item 5.03 section itself addresses only the preferred stock conversion price adjustment, which is administrative in nature and does not rise to materiality on its own.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T11:30:49.835201+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":33957,"accession_number":"0001437749-26-029455","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.98,"reasoning":"cbdMD entered into a definitive Asset Purchase Agreement on September 1, 2026, to acquire operating assets and brands of Twinlab (including Twinlab, Reserveage, Metabolife, and Alvita Tea) for consideration consisting of approximately $1.75 million in assumed debt, 2,229,805 shares of common stock (19.9% of outstanding shares), and assumption of liabilities. The transaction is expected to increase combined revenues to approximately $30 million (a 40% increase) and represents a material acquisition that expands cbdMD's multi-brand consumer wellness platform into supplements, sports nutrition, and longevity categories. This is a classic material acquisition disclosure under Item 1.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T11:30:49.835201+00:00","company_name":"cbdMD, Inc.","ticker":"YCBD","filing_date":"2026-09-02"},{"id":33958,"accession_number":"0001437749-26-029455","item_number":"5.03","item_title":"Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"The Item 5.03 disclosure concerns an amendment to the Certificate of Designation reducing the conversion price of Series B Convertible Preferred Stock from $1.00 to $0.60 per share. While this is a technical amendment to the company's capital structure, it is a routine governance/corporate filing matter. The supplemental press release describes a material M\u0026A transaction (Twinlab acquisition), but the Item 5.03 section itself addresses only the preferred stock conversion price adjustment, which is administrative in nature and does not rise to materiality on its own.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T11:30:49.835201+00:00","company_name":"cbdMD, Inc.","ticker":"YCBD","filing_date":"2026-09-02"},{"id":33959,"accession_number":"0001437749-26-029455","item_number":"7.01","item_title":"Regulation FD Disclosure.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"The filing discloses cbdMD's entry into a definitive asset purchase agreement to acquire operating assets and brands of Twinlab (including Twinlab, Reserveage, Metabolife, and Alvita Tea). The press release explicitly states this is a material acquisition expected to increase combined revenues to approximately $30 million (a ~40% increase), expand the company's product portfolio into supplements, sports nutrition, and longevity categories, and represents a significant strategic step in building a multi-brand consumer wellness platform. This is a classic material acquisition disclosure under Item 1.01 of Form 8-K.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-09-02T11:30:49.835201+00:00","company_name":"cbdMD, Inc.","ticker":"YCBD","filing_date":"2026-09-02"}]}
