Charlie's Holdings, Inc. 10-Q

ITEM 5. OTHER INFORMATION During the quarter ended September 30, 2025, no director or Section 16 Officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. ITEM 6. EXHIBITS (a) Exhibits 31.1 Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) and 15d-14(a). 31.2 Certification of the Principal Financial and Accounting Officer pursuant to Rule 13a-14(a) and 15d-14(a). 32.1 Certification by the Principal Executive Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification by the Principal Financial and Accounting Officer pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document 101.SCH Inline XBRL Taxonomy Extension Schema Document 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document and include in Exhibit 101) 27 SIGNATURES In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: November 19, 2025 CHARLIE’S HOLDINGS, INC. By: /s/ Henry Sicignano, III Henry Sicignano, III President (Principal Executive Officer) By: /s/ Matthew P. Montesano Matthew P. Montesano Chief Financial Officer (Principal Financial and Accounting Officer) 28