What changed in this filing

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Item 7. Management’s Discussion and Analysis

2026-03-27 compared with 2025-03-28 · 362 added, 409 removed, 12 unchanged (98% of the section changed)

Management’s discussion and analysis of financial condition and results of operations

to the “Company,” “our,” “us,” or “we” in this section titled “Management’s

Discussion and Analysis of Financial Condition and Results of Operations of Enveric” refer to Enveric Biosciences, Inc.

The following

discussion and analysis of our financial condition and results of operations should be read together with our financial statements and

related notes appearing elsewhere in this Annual Report on Form 10-K.

Some of the information contained in this discussion and analysis

or set forth elsewhere in this Annual Report on Form 10-K, including information with respect to our plans and strategy for our business

and related financing, includes forward-looking statements involving risks and uncertainties and should be read together with the “Risk

Factors” and the “Cautionary Statement Regarding Forward-Looking Statements” sections of this Annual Report on Form

Such risks and uncertainties could cause actual results to differ materially from the results described in or implied by the forward-looking

statements contained in the following discussion and analysis.

are a biotechnology company dedicated to the development of novel neuroplastogenic small-molecule therapeutics for the treatment of depression,

anxiety, addiction, and other psychiatric disorders.

Leveraging our unique discovery and development platform, the Psybrary™, which

houses proprietary information on the use and development of existing and novel molecules for specific mental health indications, Enveric

seeks to develop a robust intellectual property portfolio of novel drug candidates.

lead program, the EVM301 Series, and its lead drug candidate, EB-003, are intended to offer a first-in-class, new approach to the treatment

of difficult-to-address mental health disorders, mediated by the promotion of neuroplasticity and without also inducing hallucinations

in the patient.

Enveric unveiled its EVM401 Series on February 25, 2025, which is intended to broaden Enveric’s pipeline with additional

non-hallucinogenic molecules and strengthen its ability to target addiction and neuropsychiatric disorders for patients with limited

Previously, Enveric was developing the EVM201 Series, and its drug candidate EB-002 (formerly EB-373), for the treatment of

neuropsychiatric disorders.

The EVM201 Series comprised next generation synthetic prodrugs of the active metabolite, psilocin.

Enveric out-licensed the EVM201 Series program to MycoMedica Life Sciences, who will seek to develop, manufacture, and commercialize

EB-002, in exchange for certain development and milestone payments to Enveric (discussed below).

Neuroplastogens

our amalgamation with MagicMed in September 2021, we have continued to pursue the development of MagicMed’s proprietary library,

the Psybrary™, which we believe will help us to identify and develop the right drug candidates needed to address mental health

challenges, including depression, anxiety, and addiction disorders.

We synthesize novel phenylalkylamines and indolethylamines, using

a mixture of chemistry and synthetic biology, resulting in the expansion of the Psybrary™, which currently includes 20 patent families

with claims covering a million potential molecular structures, over one thousand of which we have so far synthesized in sufficient quantities

to identify and hundreds of which we have screened for receptor binding and other relevant activities.

Company developed certain intellectual property rights around the trademark PsyAI™ for potential use.

On March 6, 2025, Enveric

announced it is soliciting Requests-For Proposals (“RFPs”) for the license or sale of its PsyAI™ trademark portfolio

as a means of maximizing value for an asset which is no longer strategic given the Company’s focus on drug development.

portfolio of US and Canadian trademark assets is held by its subsidiary, Enveric Biosciences Canada, Inc.

Enveric expects the period

for RFPs to remain open until August 31, 2025, with a decision to follow within three (3) months thereafter.

this stage, we have entered into several non-binding term sheets with strategic partners to out-license certain molecules from the Psybrary™.

Going forward, in order to build a pipeline of product candidates, we intend to both continue to internally develop new drug candidates

with associated intellectual property and to acquire, through in-licensing, additional intellectual property from pharmaceutical and

biotechnology companies and research institutions.

The in-licensed assets could include both research stage and clinical stage drug candidates.

we intend to pursue development of the EVM401 Series, our primary focus is to develop our lead asset EB-003 in the EVM301 Series.

development status of the product is shown in the table below:

health indication

Psychedelic-inspired

drug candidate

effected a 1-for-15 reverse stock split on January 27, 2025, which began trading on a split-adjusted basis on January 29, 2025, pursuant

to which every 15 shares of our issued and outstanding common stock were reclassified as one share of common stock.

No fractional shares

were issued as a result of the reverse stock split.

Any fractional shares that were to otherwise have resulted from the reverse stock

split were rounded up to the next whole number.

The reverse stock split had no impact on the par value of our common stock or the authorized

number of shares of our common stock.

Bid Price Deficiency

May 16, 2024, the Company received a letter from Nasdaq notifying the Company that for the prior 30 consecutive business days the bid

price for the Company’s common stock had closed below the minimum $1.00 per share requirement for continued listing on Nasdaq pursuant

to Nasdaq Listing Rule 5550(a)(2) (“Bid Price Rule”).

The deficiency letter did not result in the immediate delisting of

the Company’s common stock from Nasdaq.

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was provided an initial

period of 180 calendar days, until November 12, 2024, to regain compliance with the Bid Price Rule.

On November 20, 2024, Nasdaq issued

a delisting notice, indicating that the Company did not satisfy the Bid Price Rule by the compliance date and that unless the Company

requested an appeal of this determination before Nasdaq’s listing qualifications panel, our common stock would be scheduled for

delisting from Nasdaq and trading suspended.

We appealed the determination before Nasdaq’s listing qualifications panel and on

December 30, 2024, the Company received an extension until May 19, 2025, to regain compliance with Bid Price Rule.

On March 4, 2025,

the Company received notice from the Nasdaq Office of General Counsel that the Company regained

compliance with the Bid Price Rule.

Agreement with MycoMedica Life Sciences

November 7, 2024, Enveric executed a licensing agreement with MycoMedica Life Sciences, PBC (“MycoMedica”), out-licensing

the Company’s EVM201 program, including drug candidate EB-002.

Pursuant to the terms of licensing agreement, MycoMedica will seek

to develop, manufacture, and commercialize EB-002, formerly EB-373, a synthetic prodrug of the active metabolite psilocin, for the treatment

of neuropsychiatric disorders such as depression.

MycoMedica received an exclusive, global license to the formulations, drugs, method

of use, and medical devices developed by Enveric to utilize the compound.

MycoMedica assumed the responsibility for all future preclinical,

clinical, and commercial development on a royalty-bearing basis for all human and animal pharmaceutical applications.

As part of the

license agreement, Enveric received a modest upfront payment of $20,000 (recorded as other income), and if certain conditions are met,

will receive development and sales milestones potentially totaling up to $62 million, plus tiered single digit royalties on all future

MycoMedica has the option during the license term to buyout its milestone and royalty payment obligations at a predetermined amount

depending upon the stage of product development and commercialization at the time of the buyout.

Further, MycoMedica has the right to

purchase the licensed patents at a nominal amount upon a change of control of Enveric, although doing so does not relieve MycoMedica

of any of its payment obligations.

No royalties have been received to date.

Agreement with Aries Science and Technology

July 10, 2024, Akos Biosciences, Inc., a Delaware corporation (“Akos”), wholly-owned subsidiary of Enveric, entered into

an exclusive license agreement with Aries Science and Technology, LLC (“Aries”) pursuant to which Akos granted Aries a license

of Akos’s patented radiation dermatitis topical product.

The license allows Aries to use the patented formulation to develop pharmaceutical

or non-pharmaceutical products for treating radiation dermatitis suitable for administration to humans or animals.

The license is exclusive

(subject to certain exceptions contained in the Agreement), worldwide, royalty-bearing, and includes the right to sublicense.

will be eligible to receive aggregate milestone payments of up to $61 million, as well as tiered royalties on future sales, if all conditions

Aries has the option during the license term, to purchase the rights to each licensed product (on a licensed product-by-licensed

product basis) in the form of an exclusive (as to the applicable licensed product), fully paid, transferable right and license to the

licensed product.

No royalties have been received to date.

Distribution Agreement

September 1, 2023, the Company entered into a Distribution Agreement (“Distribution Agreement”), with Canaccord Genuity,

LLC (“Canaccord”), pursuant to which the Company may offer and sell from time to time, through Canaccord as sales agent and/or

principal, shares of common stock of the Company having an aggregate offering price of up to $10.0 million.

Due to the offering limitations

applicable to the Company and in accordance with the terms of the Distribution Agreement, the Company may offer common stock having an

aggregate gross sales price of up to $2,392,514 pursuant to the prospectus supplement dated September 1, 2023.

Subject to the terms and

conditions of the Distribution Agreement, Canaccord may sell the common stock by any method permitted by law deemed to be an “at-the-market

The Company will pay Canaccord a commission equal to 3.0% of the gross sales price of the common stock sold through

Canaccord under the Distribution Agreement and has also agreed to reimburse Canaccord for certain expenses.

The Company may also sell

common stock to Canaccord as principal for Canaccord’s own account at a price agreed upon at the time of sale.

Any sale of common

stock to Canaccord as principal would be pursuant to the terms of a separate terms agreement between the Company and Canaccord.

the year ended December 31, 2024, the Company issued 111,200 shares of common stock for gross proceeds of $2,392,502 under the Distribution

Agreement, and charged offering costs of $583,713 to additional paid in capital on the consolidated balance sheet.

As of December 31,

2024 and 2023, there were deferred offering costs related to the Distribution Agreement of $0 and $171,944, respectively.

does not anticipate issuing further securities pursuant to the Distribution Agreement.

Park Equity Line

November 3, 2023, the Company entered into a Purchase Agreement (the “Lincoln Park Purchase Agreement”) and a registration

rights agreement (the “Registration Rights Agreement”), with Lincoln Park Capital Fund, LLC (“Lincoln Park”),

pursuant to which Lincoln Park has committed to purchase up to $10.0 million of the Company’s common stock subject to certain limitations

and satisfaction of the conditions set forth in the Lincoln Park Purchase Agreement.

the terms and subject to the conditions of the Lincoln Park Purchase Agreement, the Company has the right, but not the obligation, to

sell to Lincoln Park, and Lincoln Park is obligated to purchase up to $10.0 million of the Company’s Common Stock (the “Purchase

However, such sales of Common Stock by the Company, if any, will be subject to important limitations set forth in the

Lincoln Park Purchase Agreement, including limitations on number of shares that may be sold.

Sales may occur from time to time, at the

Company’s sole discretion, over the 24-month period commencing on the date that the conditions to Lincoln Park’s purchase

obligation set forth in the Lincoln Park Purchase Agreement are satisfied, including that a registration statement on Form S-1 covering

the resale of the shares of the Company’s Common Stock that have been and may be issued to Lincoln Park under the Lincoln Park

Purchase Agreement, which the Company has filed with the SEC pursuant to the Registration Rights Agreement, is declared effective by

the SEC and a final prospectus relating thereto is filed with the SEC.

As required under the Lincoln Park Purchase Agreement, the Company

registered a resale of 76,032 shares of our common stock, plus the 9,294 commitment shares, by Lincoln Park on a registration statement

on Form S-1 dated November 8, 2023, which was declared effective by the SEC on December 5, 2023.

As of July 30, 2024, there were no remaining

shares available to be issued in connection with this registration statement.

On September 4, 2024, the Company filed a new registration

statement on Form S-1, which was declared effective by the SEC on September 11, 2024.

The new Form S-1 registered an additional 326,667

shares of common stock that are available to be issued to Lincoln Park in connection with the Lincoln Park Purchase Agreement.

the year ended December 31, 2024, the Company had issued 159,366 shares of common stock, through the Lincoln Park Purchase Agreement

for gross cash proceeds of $1,083,709.

As of December 31, 2024 there were 243,334 remaining shares available to be issued in connection

with this amended registration statement.

The Company engaged in a best efforts public offering in the first quarter of 2025 (described

below), which restricts the use of the Lincoln Park Equity Line for a period of one year from February 3, 2025.

the purchase price per share to be paid by Lincoln Park for the shares of Common Stock that the Company may elect to sell to Lincoln

Park under the Lincoln Park Purchase Agreement, if any, will fluctuate based on the market prices of the Company’s Common Stock

at the time the Company elects to sell shares to Lincoln Park pursuant to the Lincoln Park Purchase Agreement, if any, it is not possible

for us to predict the number of shares of Common Stock that the Company will sell to Lincoln Park the purchase price per share that Lincoln

Park will pay for shares purchased from us or the aggregate gross proceeds that the Company will receive from those purchases by Lincoln

Direct Offerings

March and May 2024, the Company entered into a series of common stock purchase agreements (the “Purchase Agreements”) for

the issuance in a registered direct offering of an aggregate of 45,780 shares of the Company’s common stock to certain institutional

The issuance was made in exchange for the permanent and irrevocable waiver of the variable rate transaction limitation contained

in certain inducement offer letters, dated December 28, 2023, between the Company and the institutional investors with respect to any

existing or future agreement by the Company to effect any issuance of shares.

The Company did not receive any net proceeds in connection

with the offering.

The offering was made to obtain a waiver of the variable rate transaction limitation as described above and further

described in the Purchase Agreements so the Company could utilize its equity line of credit with Lincoln Park, and enter into any future

agreements that involve a variable rate transaction and issue such shares thereunder.

The fair value of the shares issued for consideration

of waiving the variable rate transaction limitation was $322,453 and was charged to additional paid in capital, as it is direct and incremental

to the Distribution Agreement, on the unaudited condensed consolidated balance sheet as an offering cost related to the Distribution

The fair value of the shares issued for consideration of waiving the variable rate transaction limitation was $448,840 and

was recorded as deferred offering costs, as direct and incremental to the Purchase Agreement, within prepaid expenses and other current

assets on the unaudited condensed consolidated balance sheet related to the Purchase Agreement.

2025 Offering

January 30, 2025, the Company commenced a best efforts public offering (the “Offering”) of an aggregate of (i) 1,229,330

shares (the “Shares”) of common stock of the Company, (ii) 437,336 pre-funded warrants (the “Pre-Funded Warrants”)

to purchase 437,336 shares of common stock (the “Pre-Funded Warrant Shares”), (iii) 1,666,666 Series A warrants (the “Series

A Warrants”) to purchase 1,666,666 shares of common stock (the “Series A Warrant Shares”), and (iv) 1,666,666 Series

B warrants (the “Series B Warrants,” and together with the Series A Warrants, the “Warrants”) to purchase 1,666,666

shares of common stock (the “Series B Warrant Shares”).

Each Share or Pre-Funded Warrant was sold together with one Series

A Warrant to purchase one share of common stock and one Series B Warrant to purchase one share of common stock.

The offering price for

each Share and accompanying Warrants was $3.00, and the offering price for each Pre-Funded Warrant and accompanying Warrants was $2.9999.

The Pre-Funded Warrants have an exercise price of $0.0001 per share, are exercisable immediately and will expire when exercised in full.

Each Warrant has an exercise price of $3.00 per share and will be exercisable immediately upon issuance (“Initial Exercise Date”).

The Series A Warrants expire on the five-year anniversary of the Initial Exercise Date.

The Series B Warrants expire on the 18-month

anniversary of the Initial Exercise Date.

Offering closed on February 3, 2025.

The net proceeds of the Offering, after deducting the fees and expenses of the Placement Agent (as

defined below) and other offering expenses payable by the Company, but excluding the net proceeds, if any, from the exercise of the Warrants,

is approximately $4.2 million.

The Company intends to use the net proceeds from the Offering for working capital, EB-003 development,

and general corporate purposes.

are a pre-revenue biotech company that has to date, not generated any revenues.

During the year ended December 31, 2024, we raised approximately

$8.0 million from the sales of Common Stock and warrants.

These amounts were the primary source of funds upon which our operations were

financed during the year ended December 31, 2024.

and Development Expenses

and development expenses consist primarily of costs incurred for the research and development of our preclinical product candidates,

and include, without limitation:

employee-related

expenses, including salaries, benefits and share-based compensation expense;

incurred under agreements with contract research organizations, contract manufacturing organizations, and consultants and other entities

engaged to support our product research and development activities;

cost of acquiring, developing and manufacturing materials and lab supplies used in research and development activities;

equipment, depreciation and other expenses, which include, without limitation direct and allocated expenses for rent, maintenance

of our facilities and equipment, insurance and other supplies;

associated with preclinical activities and regulatory operations, including, without limitation, patent related costs;

and professional fees associated with research and development activities.

expense research and development costs to operations as incurred.

Management’s discussion

and analysis of financial condition and results of operations

References to the “Company”,

“Enveric,” “our,” “us,” or “we” in this section titled “Management’s Discussion

and Analysis of Financial Condition and Results of Operations of Enveric” refer to Enveric Biosciences, Inc.

The following discussion

and analysis of our financial condition and results of operations should be read together with our financial statements and related notes

appearing elsewhere in this Annual Report.

Some of the information contained in this discussion and analysis or set forth elsewhere in

this Annual Report, including information with respect to our plans and strategy for our business and related financing, includes forward-looking

statements involving risks and uncertainties and should be read together with the “Risk Factors” and the “Cautionary

Statement Regarding Forward-Looking Statements” sections of this Annual Report.

Such risks and uncertainties could cause actual

results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion

and analysis.

Business Overview

We are a biotechnology company

focused on developing next-generation, small-molecule neuroplastogenic therapeutics that address unmet needs in psychiatric and neurological

By leveraging a differentiated drug discovery platform and a growing library of patent protected chemical structures, we are

advancing a pipeline of novel compounds designed to promote neuroplasticity without hallucinogenic effects.

Our lead candidate, EB-003,

is the first known compound designed to selectively engage both 5-HT 2A and 5-HT 1B receptors with the potential to

deliver fast-acting, durable antidepressant and anxiolytic effects with outpatient convenience.

Our lead program, the EVM301

Series, and our lead drug candidate, EB-003, are intended to offer a first-in-class, new approach to the treatment of difficult-to-address

mental health disorders, mediated by the promotion of neuroplasticity and without also inducing hallucinations in the patient.

is a novel derivative of DMT.

It is currently advancing through preclinical studies with the aim of initiating first-in-human studies

to assess safety and tolerability including non-hallucinogenic properties, followed by clinical trials targeting the treatment of depression

or other neuropsychiatric disorders.

We intend to assemble a team

of clinical experts and principal investigators with experience across multiple mental health and central nervous system indications to

be responsible for the management, monitoring, and integrity of the clinical research.

We plan to submit filings including IND applications

and, eventually, NDAs to seek approval with the FDA and with responsible regulatory agencies in other jurisdictions, in connection with

our product candidates.

The selection, timing, duration, and design of any prospective studies are subject to regulatory filings, approval

and finalization of commercial plans.

Our EB-003 program has completed short-term dose-range finding toxicology studies and is now ready

to advance into IND-enabling, GLP compliant safety pharmacology, ADMET and longer-term toxicology studies.

We unveiled the EVM401 Series

on February 25, 2025, which is intended to broaden its pipeline with additional non-hallucinogenic molecules and strengthen our ability

to target addiction and neuropsychiatric disorders for patients with limited options.

While we intend to pursue development of the EVM401

Series, our primary focus is to develop our lead asset EB-003 in the EVM301 Series.

Recent Developments

At the Market Offering

On April 9, 2025, we entered

into an At the Market Offering Agreement (“ATM Agreement”), with H.C.

Wainwright & Co., LLC, acting as sales agent.

of December 31, 2025, we had issued 110,242 shares under the ATM Agreement for net cash proceeds of $1,636,799.

On February 6, 2026, we

filed a prospectus supplement so that we may additionally issue and sell our common stock having an aggregate sales proceeds of up to

$1,346,000 from time to time pursuant to the ATM Agreement.

On February 19, 2026, the Company issued 497,200 shares of our common stock

for net cash proceeds of $1,303,415.

Registered Direct Offering and Concurrent

Private Placement

On January 27, 2026, we entered

into a securities purchase agreement with certain institutional investors, pursuant to which we agreed to issue and sell to the investors

in a registered direct offering (the “Registered Direct Offering”), an aggregate of 328,802 shares (the “RD Shares”)

of our common stock at a price of $4.41 per share for gross proceeds of approximately $1.5 million before the deduction of placement agent

fees and offering expenses.

The closing of the Registered Direct Offering occurred on January 28, 2026.

In the concurrent private

placement we also agreed to issue and sell to the Investors the Series G Warrants to purchase up to an aggregate of 328,802 shares of

common stock and the Series H Warrants purchase up to an aggregate of 328,802 shares of common stock, each at an exercise price of $4.16

We issued H.C.

& Co., LLC, as placement agent, warrants to purchase up to 23,016 shares of common stock with an exercise price of $5.5125 per share.

We also incurred legal and other offering-related fees in connection with this offering.

December 2025 Inducement Warrant Transaction

On December 11, 2025, we entered

into warrant exercise inducement offer letters (the “December Inducement Letters”) with certain institutional investors that

held certain outstanding warrants to purchase up to an aggregate of 426,390 shares originally issued in February 2025 and September 2025,

having exercise prices of $36.00 and $10.98 per share, respectively (collectively, the “December Existing Warrants”).

Pursuant to the December Inducement

Letters, the investors agreed to exercise for cash their December Existing Warrants at a reduced exercise price of $7.05 per share and

pay a purchase price of $0.125 per share in consideration for our agreement to issue in a private placement (x) new Series E Common Stock

Purchase Warrants to purchase up to 426,390 shares of common stock and (y) new Series F Common Stock Purchase Warrants to purchase up

to 426,390 shares of common stock.

We received aggregate gross proceeds of approximately $3.1 million from the exercise of the December

Existing Warrants by the investors and payment of the purchase price of $0.125 per share, before deducting placement agent fees and other

offering expenses payable by us.

The closing of the transactions occurred on December 12, 2025.

We issued H.C.

& Co., LLC, as placement agent, warrants to purchase up to 29,847 shares of common stock with an exercise price of $9.125 per share.

We also incurred legal and other offering-related fees in connection with this warrant inducement transaction.

Nasdaq Compliance on Minimum Bid Price Deficiency

By way of background, on October

22, 2025, we received written notice from the Listing Qualifications Department of Nasdaq notifying the Company that, because the closing

price of our common stock had fallen below $1.00 per share for 30 consecutive trading days, we were no longer in compliance with the requirement

for continued listing on Nasdaq under Nasdaq Listing Rule 5550(a)(2).

On November 12, 2025, we received a letter from the Nasdaq Listing

Qualifications Department of Nasdaq notifying us that we regained compliance with the minimum bid price requirement set forth in in Nasdaq

Listing Rule 5550(a)(2) for continued listing on The Nasdaq Capital Market.

October 2025 Reverse Stock Split

On October 23, 2025, we effected

a 1-for-12 reverse stock split (the “October 2025 Reverse Stock Split”), which began trading on a split-adjusted basis on

October 28, 2025, pursuant to which every 12 shares of our issued and outstanding shares of common stock were reclassified as one share

of common stock.

The October 2025 Reverse Stock Split had no impact on the par value of our common stock or the authorized number of shares

of common stock.

Unless otherwise indicated, all share and per share information prior to the October 2025 Reverse Stock Split date of

October 28, 2025 in this Annual Report are retroactively adjusted to reflect the October 2025 Reverse Stock Split.

Nasdaq Compliance on Stockholders’ Equity

On October 23, 2025, we notified

Nasdaq that we believed we had regained compliance with the stockholders’ equity requirements set forth in Nasdaq Listing Rule 5550(b)(1)

for continued listing on The Nasdaq Capital Market.

On October 24, 2025, we received a letter from Nasdaq determining that we regained

conditional compliance subject to evidencing compliance upon filing our next periodic report.

As detailed in our Quarterly Report for

the quarter ended September 30, 2025, filed with the SEC on November 14, 2025, we reported stockholders’ equity in excess of the

required $2.5 million and, as a result, regained compliance with the stockholders’ equity requirement.

On August 26, 2025, we had

received a deficiency letter from the Listing Qualifications Department of Nasdaq notifying the Company that it was not in compliance

with the minimum stockholders’ equity requirement for continued listing on Nasdaq pursuant to Nasdaq Listing Rule 5550(b)(1).

September 2025 Inducement Warrant Transaction

On September 17, 2025, we

entered into warrant exercise inducement offer letters (the “September Inducement Letters”) with certain holders of our Series

A Warrants and Series B Warrants originally issued in February 2025 (the “September Existing Warrants”), which closed on September

Pursuant to the September Inducement Letters, the holders agreed to exercise for cash their September Existing Warrants to purchase

202,083 shares of our common sock, in the aggregate, at a reduced exercise price of $10.98 per share (from an original exercise price

of $36.00 per share), in exchange for our agreement to issue new warrants Series C Warrants and Series D Warrants to purchase up to 404,166

shares of the our common stock under each series, each at an exercise price of $10.98 per share.

We received aggregate gross

proceeds of $2,218,873 from the exercise of the Existing Warrants.

We issued H.C.

Wainwright & Co., LLC, as placement agent warrants

to purchase up to 14,146 shares of common stock with an exercise price of $13.7256 per share.

The grant date fair value of these placement

agent warrants was estimated to be $90,000 on September 18, 2025 and was charged to additional paid-in capital as issuance costs.

incurred legal and other offering-related fees of $334,659, which were similarly charged to additional paid-in capital.

January 2025 Public Offering

On January 30, 2025, we commenced

a best efforts public offering (the “Public Offering”) of an aggregate of (i) 102,444 shares of common stock, (ii) 36,444

pre-funded warrants to purchase 36,444 shares of common stock , (iii) 138,889 Series A warrants to purchase 138,889 shares of common stock,

and (iv) 138,889 Series B warrants to purchase 138,889 shares of common stock.

Each share of common stock or pre-funded warrant was sold

together with one Series A Warrant to purchase one share of common stock and one Series B Warrant to purchase one share of common stock.

The offering price for each share and accompanying Series A and Series B Warrants was $36.00, and the offering price for each re-funded

warrant and accompanying warrants was $35.9988.

The pre-funded warrants have an exercise price of $0.0012 per share, are exercisable immediately

and expire when exercised in full.

Each warrant has an exercise price of $36.00 per share and are exercisable immediately upon issuance.

The Series A Warrants expire five years after issuance.

The Series B Warrants expire 18-months after issuance.

The Public Offering closed

on February 3, 2025.

The net proceeds of the Public Offering, after deducting the fees and expenses of the H.C.

Wainwright & Co.,

LLC, as placement agent, and other offering expenses payable by us, but excluding the net proceeds, if any, from the exercise of the warrants,

was approximately $4.2 million.

Financial Overview

We are a pre-revenue biotech

company that has to date, not generated any revenues.

During the year ended December 31, 2025, we raised approximately $10.5 million from

the sales of our common stock and warrants to purchase our common stock.

These amounts were the primary source of funds upon which our

operations were financed during the year ended December 31, 2025.

Research and Development Expenses

Research and development expenses

consist primarily of costs incurred for the research and development of our preclinical product candidates, and include, without limitation:

● employee-related expenses, including salaries, benefits and share-based compensation expense;

● expenses incurred under agreements with contract research organizations, contract manufacturing organizations,

and consultants and other entities engaged to support our product research and development activities;

● the cost of acquiring, developing and manufacturing materials and lab supplies used in research and development

● facility, equipment, depreciation and other expenses, which include, without limitation direct and allocated

expenses for rent, maintenance of our facilities and equipment, insurance and other supplies;

● costs associated with preclinical activities and regulatory operations, including, without limitation,

patent related costs;

● consulting and professional fees associated with research and development activities.

We expense research and development

costs to operations as incurred.

Research and development activities are central to our business model.

We utilize a combination of internal and external efforts to advance product development from early-stage work to future clinical trial

manufacturing and clinical trial support.

External efforts include work with consultants and increasingly substantial work at CROs and

We support an internal research and development team in Calgary, Alberta, Canada.

To move these programs forward along our development

timelines, a large portion (approximately 75%) of our staff are research and development employees.

In January 2024, the Company reduced

its discovery team in Calgary and was primarily focused on the development of EB-002 and EB-003 pipeline assets (until we out-licensed

EB-002 to MycoMedica Lifesciences in November of 2024).

Because of the numerous risks and uncertainties associated with product development,

however, we cannot determine with certainty the duration and completion costs of these or other current or future preclinical studies

and clinical trials.

The duration, costs and timing of clinical trials and development of our product candidates will depend on a variety

of factors, including the uncertainties of future clinical and preclinical studies, uncertainties in clinical trial enrollment rates

and significant and changing government regulation.

In addition, the probability of success for each product candidate will depend on

numerous factors, including competition, manufacturing capability and commercial viability.

and Administrative Expenses

and administrative expenses consist principally of salaries, benefits and related costs such as stock-based compensation for personnel

and consultants in executive, finance, business development, corporate communications and human resource functions, facility costs not

otherwise included in research and development expenses, accounting and audit costs, tax compliance costs, SEC compliance costs, investor

relation costs, training and conference costs, insurance costs and legal fees.

significant portion of our operating expenses is related to stock-based compensation costs.

Stock-based compensation costs were approximately

$1.6 million and $2.2 million for the years ended December 31, 2024 and 2023, respectively.

compensation consists of restricted stock units (“RSU”), restricted stock awards (“RSA”) and options to purchase

shares of the Company’s common stock.

The Company follows Accounting Standards Codification (“ASC”) 718, Compensation

- Stock Compensation, which addresses the accounting for stock-based payment transactions, requiring such transactions to be accounted

for using the fair value method.

The fair value of RSU or RSA awards is determined by the closing price per share of the Company’s

common stock on the date of the award.

The Company uses the Black-Scholes option pricing model to determine the grant date fair value

of options issued.

and RSU’s may contain vesting conditions that include, without limitation, any or all of the following:

immediate vesting, vesting

over a defined time period, vesting based on specific volume weighted average price levels being achieved by the Company’s common

stock as publicly traded within specified measurement periods, and vesting based on the achievement of specific performance milestones.

We utilize a combination of internal

and external efforts to advance product development from early-stage work to future clinical trial manufacturing and clinical trial support.

External efforts include work with consultants and increasingly substantial work at CROs and CMOs.

We support an internal research and

development team in Calgary, Alberta, Canada.

To move these programs forward along our development timelines, a large portion (approximately

75%) of our staff are research and development employees.

In January 2024, the Company reduced its discovery team in Calgary and was primarily

focused on the development of EB-002 and EB-003 pipeline assets (until we out-licensed EB-002 to MycoMedica Lifesciences in November of

Because of the numerous risks and uncertainties associated with product development, however, we cannot determine with certainty

the duration and completion costs of these or other current or future preclinical studies and clinical trials.

The duration, costs and

timing of clinical trials and development of our product candidates will depend on a variety of factors, including the uncertainties of

future clinical and preclinical studies, uncertainties in clinical trial enrollment rates and significant and changing government regulation.

In addition, the probability of success for each product candidate will depend on numerous factors, including competition, manufacturing

capability and commercial viability.

General and Administrative Expenses

General and administrative

expenses consist principally of salaries, benefits and related costs such as stock-based compensation for personnel and consultants in

executive, finance, business development, corporate communications and human resource functions, facility costs not otherwise included

in research and development expenses, accounting and audit costs, tax compliance costs, SEC compliance costs, investor relation costs,

training and conference costs, insurance costs and legal fees.

Stock-Based Compensation

A significant portion of our

operating expenses is related to stock-based compensation costs.

Stock-based compensation costs were approximately $0.8 million and $1.6

million for the years ended December 31, 2025 and 2024, respectively.

Stock-based compensation consists

of restricted stock units (“RSU”), restricted stock awards (“RSA”) and options to purchase shares of the Company’s

common stock.

The Company follows Accounting Standards Codification (“ASC”) 718, Compensation - Stock Compensation, which

addresses the accounting for stock-based payment transactions, requiring such transactions to be accounted for using the fair value method.

The fair value of RSU or RSA awards is determined by the closing price per share of the Company’s common stock on the date of the

The Company uses the Black-Scholes option pricing model to determine the grant date fair value of options issued.

RSA’s and RSU’s may

contain vesting conditions that include, without limitation, any or all of the following:

immediate vesting, vesting over a defined time

period, vesting based on specific volume weighted average price levels being achieved by the Company’s common stock as publicly

traded within specified measurement periods, and vesting based on the achievement of specific performance milestones.

RSUs may also contain

certain delivery conditions including, without limitation, delivery conditioned on change in control or termination of services for any

reason other than for cause.

Options contain vesting conditions that provide for vesting over a defined time period.

fair value of RSA’s and RSU’s and options, is charged to expense, on a straight line basis over the vesting periods defined

in the award agreements, except for the fair value which is attributable to achievement of a specific performance milestones, which are

charged to expense upon achievement of such milestones.

of Operations

following table sets forth information comparing the components of net loss for the years ended December 31, 2024 and 2023:

the Years Ended December 31,

and administrative

and development

and amortization

The fair value of RSA’s and

RSU’s and options, is charged to expense, on a straight line basis over the vesting periods defined in the award agreements, except

for the fair value which is attributable to achievement of a specific performance milestones, which are charged to expense upon achievement

of such milestones.

Results of Operations

The following table sets forth information comparing

the components of net loss for the years ended December 31, 2025 and 2024:

For the Years Ended December 31,

Operating expenses

from operations

(16,448,440 )

income (expense)

in fair value of warrant liabilities

in fair value of investment option liability

in fair value of derivative liability

General and administrative

Research and development

Depreciation and amortization

Total operating expenses

Loss from operations

Other income (expense)

loss before income taxes

Interest (expense) income, net

Total other income

Net loss before income taxes

$ (8,771,987 )

$ (9,566,057 )

Income tax expense

$ (8,771,987 )

$ (9,574,987 )

and Administrative Expenses

general and administrative expenses decreased to $6,453,505 for the year ended December 31, 2024 from $8,852,021 for the year ended December

31, 2023, a decrease of $2,398,516, or 27%.

This change was primarily driven by decreases in consulting expenses of $1,067,245, salaries

and wages of $623,101, stock compensation expense of $508,785, accounting fees of $345,488, insurance expenses of $193,932, and software

expenses of $183,681.

This is offset by an increase in director fees of $223,700, public company fees of $182,643, and Delaware Franchise

Tax expenses of $81,421.

decrease in consulting fees was due to decreased outsourcing to contractors.

The decrease in salaries and wages was due to the reduction

The decrease in stock compensation expense was primarily to a reduction in expense related to restricted stock units as a result

of forfeitures and decreased value of new grants as a result of lower stock prices.

The decrease in accounting fees was due to a reduction

in technical accounting services.

The decrease in insurance expense was due to lower premiums as a result of lower payroll costs.

decrease in software expenses was due to the down-size in operations of Enveric Canada.

The increase in director fees was due to the

addition of a director to the Board during 2024 and cash payments made to each director during the year.

The increase in public company

fees was due to an increase in broker fees and other public company filing fees.

and Development Expenses

research and development expense for the year ended December 31, 2024 was $2,841,272 as compared to $7,252,437 for the year ended December

31, 2023 with a decrease of $4,411,165, or approximately 61%.

This decrease was primarily driven by decreased salaries and wages of $1,560,017,

research costs of $1,346,647, CRO costs of $1,247,284, lab expenses of $158,514, tax incentive of $149,262, and rent of $86,098.

decrease in salaries and wages was due to the reduction in force as a result of the Company’s cost reduction plan.

in research costs and CRO costs was due to the completion of the Australia research and development project during the second quarter

The decrease in lab expenses was due to a reduction in research and development during 2024.

The decrease in tax incentives

was due to a tax credit received during 2024.

The decrease in rent was due to the expiration of the Company’s Canadian lease during

These decreases were slightly offset by an increase in consulting fees of $366,060.

The increase in consulting fees was due to

certain employees that were hired on a part-time consultant basis to perform certain research and development activities.

and Amortization Expense

and amortization expense for the year ended December 31, 2024 was $337,489 as compared to $343,982 for the year ended December 31, 2023,

with a decrease of $6,493, or approximately 2%.

in Fair Value of Warrant Liabilities

in fair value of warrant liabilities for the year ended December 31, 2024 resulted in income of $24,370 as compared to $94,396 for the

year ended December 31, 2023.

The change in fair value of warrant liabilities is significantly influenced by the change in the closing

price of Common Stock at the end of each period, as compared to the closing price of Common Stock at the beginning of each period with

a strong inverse relationship between changes in fair value of warrant liabilities and the trading price of Common Stock.

The significant

decrease in the Company’s stock price during the year ended December 31, 2024 compared to the year ended December 31, 2023, resulted

in the significant decrease to the change in fair value of warrant liabilities.

in Fair Value of Investment Option Liability

in fair value of investment option liability for the year ended December 31, 2024 resulted in income of $21,620 as compared to $208,752

General and Administrative Expenses

Our general and administrative

expenses decreased to $5,792,573 for the year ended December 31, 2025 from $6,453,505 for the year ended December 31, 2024, a decrease

of $660,932, or 10%.

This change was primarily driven by decreases in legal fees of $262,077, director fees of $253,719, stock compensation

expense of $215,306, Delaware Franchise Tax expenses of $133,612, insurance expenses of $101,428, and consulting expenses of $70,179.

This is offset by an increase in marketing expenses of $433,654.

The decrease in legal fees

was due to deferred offering costs that were expensed during the year ended December 31, 2024 related to the Lincoln Park equity line.

The decrease in director fees was primarily due the mix of cash versus equity compensation, including the issuance of full equity awards

in 2025 rather than cash payments in lieu of shares.

The decrease in stock compensation expense was primarily to a reduction in expense

related to restricted stock units as a result of decreased value of new grants as a result of lower stock prices.

The decrease in Delaware

Franchise Tax expense was primarily due to higher expense in 2024 due to the Company filing an amended 2023 return during 2024.

in insurance expense was due to lower premiums as a result of lower payroll costs.

The decrease in consulting expense was due to decreased

outsourcing to contractors.

The increase in marketing expenses was due to increased digital marketing campaigns.

Research and Development Expenses

Our research and development

expense for the year ended December 31, 2025 was $2,781,017 as compared to $2,841,272 for the year ended December 31, 2024 with a decrease

of $60,255, or approximately 2%.

This decrease was primarily driven by decreased salaries and wages of $633,549, CRO costs, net of tax

incentives of $205,018, research costs of $380,159, lab expenses of $59,090, product development costs of $33,620, and rent of $28,143.

This is offset by an increase in consulting expenses of $1,311,430.

The decrease in salaries and

wages was due to the reduction in force as a result of the Company’s cost reduction plan.

The decrease in CRO costs and research costs

was due to the completion of the Australia research and development project during the second quarter of 2024.

The decrease in lab expenses

and product development costs was due to a reduction in research and development that began in 2024.

The decrease in rent was due to the

expiration of the Company’s Canadian lease during 2024.

The increase in consulting fees was due to certain employees that were hired on

a part-time consultant basis to perform certain research and development activities.

The increase in tax incentives was due to a tax credit

received during 2024.

Depreciation and Amortization Expense

Depreciation and amortization

expense for the year ended December 31, 2025 was $200,858 as compared to $337,489 for the year ended December 31, 2024, with a decrease

of $136,631, or approximately 40%, primarily related to full amortization of the Company’s intangible assets in the first quarter

Going Concern, Liquidity and Capital Resources

We have incurred a loss since

inception resulting in an accumulated deficit of $114,846,492 as of December 31, 2025 and further losses are anticipated in the development

of its business.

Further, we had operating cash outflows of $8,141,543 for the year ended December 31, 2025.

For the year ended December 31,

The change in fair value of investment option liability is significantly influenced by the change

in the closing price of Common Stock at the end of each period, as compared to the closing price of Common Stock at the beginning of

each period with a strong inverse relationship between changes in fair value of warrant liabilities and the trading price of Common Stock.

The significant decrease in the Company’s stock price during the year ended December 31, 2024 compared to the year ended December

31, 2023, resulted in the significant decrease to the change in fair value of warrant liabilities.

was no inducement expense for the year ended December 31, 2024 as compared to $1,848,235 for the year ended December 31, 2023.

recorded were related to inducement incurred related to the conversion of warrants and investment options that occurred in December 2023.

in Fair Value of Derivative Liability

Company’s change in fair value of derivative liability is due to the May 2023 redemption which ceased the probability of occurrence

of the Akos spin-off and Akos Series A Preferred Stock redemption.

Company’s other income during the year ended December 31, 2024 relates to licensing income from the contract with MycoMedica Life

Concern, Liquidity and Capital Resources

Company has incurred a loss since inception resulting in an accumulated deficit of $106,074,505 as of December 31, 2024 and further losses

are anticipated in the development of its business.

Further, the Company had operating cash outflows of $7,726,139 for the year ended

December 31, 2024.

For the year ended December 31, 2024, the Company had a loss from operations of $9,632,266.

Since inception, being

a research and development company, the Company has not yet generated revenue and the Company has incurred continuing losses from its

The Company’s operations have been funded principally through the issuance of debt and equity.

These factors raise

substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the issuance of these

financial statements.

assessing the Company’s ability to continue as a going concern, the Company monitors and analyzes its cash and its ability to generate

sufficient cash flow in the future to support its operating and capital expenditure commitments.

At December 31, 2024, the Company had

cash of $2,241,026 and working capital of $1,244,848.

The Company’s current cash on hand is insufficient to satisfy its operating

cash needs for the 12 months following the filing of this Annual Report on Form 10-K.

These conditions raise substantial doubt regarding

the Company’s ability to continue as a going concern for a period of one year after the date the financial statements are issued.

Management’s plan to alleviate the conditions that raise substantial doubt include raising additional working capital through public

or private equity or debt financings or other sources, and may include additional collaborations with third parties as well as disciplined

cash spending.

Adequate additional financing may not be available to us on acceptable terms, or at all.

Should the Company be unable

to raise sufficient additional capital, the Company may be required to undertake cost-cutting measures including delaying or discontinuing

certain operating activities.

a result of these factors, management has concluded that there is substantial doubt about the Company’s ability to continue as

a going concern for a period of one year after the date of the financial statements.

The Company’s consolidated financial statements

do not include any adjustments that might result from the outcome of this uncertainty.

inception, we have primarily used our available cash to fund our product development and operations expenditures.

Flows for the Years Ended December 31, 2024 and 2023

following table sets forth a summary of cash flows for the years presented:

the Years Ended December 31,

cash used in operating activities

$ (7,726,139 )

2025, we had a loss from operations of $8,774,448.

Since inception, being a research and development company, we have not yet generated

revenue and have incurred continuing losses from our operations.

Our operations have been funded principally through the issuance of debt

These factors raise substantial doubt about tour ability to continue as a going concern for a period of one year from the

issuance of these financial statements.

In assessing our ability to

continue as a going concern, we monitor and analyze our cash and our ability to generate sufficient cash flow in the future to support

its operating and capital expenditure commitments.

At December 31, 2025, we had cash of $4,677,491 and working capital of $4,018,307.

Our current cash on hand is insufficient to satisfy its operating cash needs for the 12 months following the filing of this Annual Report.

These conditions raise substantial doubt regarding our ability to continue as a going concern for a period of one year after the date

the financial statements are issued.

Management’s plan to alleviate the conditions that raise substantial doubt include raising

additional working capital through public or private equity or debt financings or other sources, and may include additional collaborations

with third parties as well as disciplined cash spending.

Adequate additional financing may not be available to us on acceptable terms,

Should we be unable to raise sufficient additional capital, we may be required to undertake cost-cutting measures including

delaying or discontinuing certain operating activities.

Our consolidated financial statements do not include any adjustments that might

result from the outcome of this uncertainty.

Since inception, we have primarily

used our available cash to fund our product development and operations expenditures.

Cash Flows for the Years Ended December

31, 2025 and 2024

The following table sets forth

a summary of cash flows for the years presented:

For the Years Ended December 31,

Net cash used in operating activities

$ (8,141,543 )

cash provided by investing activities

cash provided by (used in) financing activities

of foreign exchange rate on changes on cash

decrease in cash

$ (7,726,139 )

cash used in operating activities was $7,726,139 during the year ended December 31, 2024, which consisted primarily of a net loss adjusted

for non-cash items of $7,302,896, a decrease in prepaid expenses of $178,496, an increase in due to related parties of $232,891 and a

decrease in accounts payable and accrued liabilities of $834,630.

cash used in operating activities was $14,094,411 during the year ended December 31, 2023, which consisted primarily of a net loss adjusted

for non-cash items of $13,919,661, an increase in prepaid expenses and other current assets of $6,857, a decrease in accounts payable

and accrued liabilities of $103,848, and a decrease in right-of-use operating lease asset and obligation of $64,045.

cash provided by investing activities was $0 during the year ended December 31, 2024.

cash used in investing activities was $11,667 during the year ended December 31, 2023, which consisted of the purchase of property and

equipment, offset by proceeds from sale of property and equipment.

cash provided by financing activities was $7,673,834 during the year ended December 31, 2024, which consisted of $1,804,819 in proceeds

from the subscription receivable related to issuance of Inducement Warrants and the exercise of warrants and preferred investment options,

$2,676,980 in proceeds from the exercise of Inducement Warrants, $2,290,186 in proceeds from commons stock sold under the Distribution

Agreement, net of offering costs, $1,083,706 in proceeds from common stock sold under the Purchase Agreement, net of offering costs,

offset by the payment of offering costs previously accrued of $181,857.

cash used in financing activities was $1,343,141 during the year ended December 31, 2023, which consisted of $1,052,057 for the redemption

of Series A Preferred Stock and the payment of offering costs previously accrued of $291,084.

Accounting Estimates

management’s discussion and analysis of our financial condition and results of operations is based on our consolidated financial

statements, which have been prepared in accordance with U.S.

Net cash provided by investing activities

Net cash provided by financing activities

Effect of foreign exchange rate on changes on cash

Net increase (decrease) in cash

Operating Activities

Net cash used in operating

activities was $8,141,543 during the year ended December 31, 2025, which consisted primarily of a net loss adjusted for non-cash items

of $7,845,601, a decrease in accounts payable, accrued expenses and other liabilities of $413,864, a decrease in due to related parties

of $133,016, and a decrease in prepaid expenses and other current assets of $250,938.

Net cash used in operating

activities was $7,726,139 during the year ended December 31, 2024, which consisted primarily of a net loss adjusted for non-cash items

of $7,302,896, a decrease in prepaid expenses and other current assets of $178,496, an increase in due to related parties of $232,891,

and a decrease in accounts payable, accrued expenses and other liabilities of $834,630.

Investing Activities

Net cash provided by investing

activities was $0 during the years ended December 31, 2025 and 2024.

Financing Activities

Net cash provided by financing

activities was $10,579,507 during the year ended December 31, 2025, which consisted of $4,698,241 in net proceeds from the exercise and

inducement of warrants, $4,244,467 in net proceeds from the exercise of Common Stock and warrants, net of offering costs, and $1,636,799

in net proceeds from Common Stock sold for cash pursuant to the ATM Agreement, net of offering costs.

Net cash provided by financing

activities was $7,673,834 during the year ended December 31, 2024, which consisted of $1,804,819 in net proceeds from the subscription

receivable related to issuance of Inducement Warrants and the exercise of warrants and preferred investment options, $2,676,980 in net

proceeds from the exercise of Inducement Warrants, $2,290,186 in net proceeds from commons stock sold under the Distribution Agreement,

net of offering costs, $1,083,706 in net proceeds from common stock sold under the Purchase Agreement, net of offering costs, offset by

the payment of offering costs previously accrued of $181,857.

Critical Accounting Estimates

Our management’s discussion

and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared

in accordance with U.S.

generally accepted accounting principles (“GAAP”).

The preparation

of our consolidated financial statements and related disclosures requires us to make estimates, assumptions and judgments that affect

the reported amount of assets, liabilities, costs and expenses and related disclosures.

Our critical accounting estimates are those estimates

that involve a significant level of uncertainty at the time the estimate was made, and changes in them have had or are reasonably likely

to have a material effect on our financial condition or results of operations.

Accordingly, actual results could differ materially from

our estimates.

We base our estimates on past experience and other assumptions that we believe are reasonable under the circumstances,

and we evaluate these estimates on an ongoing basis.

Significant areas requiring management’s estimates and assumptions include

determining the fair value of transactions involving common stock, the valuation of warrants and preferred investment options, the valuation

of stock-based compensation and accruals associated with third party providers supporting research and development efforts.

Actual results

could differ from those estimates.

The preparation of our consolidated financial statements

and related disclosures requires us to make estimates, assumptions and judgments that affect the reported amount of assets, liabilities,

costs and expenses and related disclosures.

Our critical accounting estimates are those estimates that involve a significant level of

uncertainty at the time the estimate was made, and changes in them have had or are reasonably likely to have a material effect on our

financial condition or results of operations.

Accordingly, actual results could differ materially from our estimates.

We base our estimates

on past experience and other assumptions that we believe are reasonable under the circumstances, and we evaluate these estimates on an

ongoing basis.

Significant areas requiring management’s estimates and assumptions include determining the fair value of transactions

involving common stock, and the valuation of warrants.

Actual results could differ from those estimates.

The Company did not have any

critical accounting estimates for the year ended December 31, 2025.

Quantitative and Qualitative Disclosures

About Market Risk

Not applicable.

Financial Statements and Supplementary

The information required by

this Item 8 is incorporated by reference to this Annual Report beginning on page F-1.

Changes in and Disagreements with Accountants

on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis