What changed in this filing

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Item 1. Business

2026-04-09 compared with 2025-04-01 · 117 added, 48 removed, 801 unchanged (17% of the section changed)

ITEM 1 – BUSINESS

Over the last year, we have focused on increasing revenue, maintaining our margins, and generating positive cash flow from our existing operations.

In part, we have been successful in meeting these objectives and our business has remained relatively unchanged

Since our acquisitions of Bergamet and UBN, we have focused on increasing revenue, maintaining our margins, and generating positive cash flow from our existing operations.

In part, at least with respect to Bergamet and UBN, we have been successful in meeting these objectives and our business has remained relatively unchanged.

In October 2025, we acquired Gummy USA, which accelerated our revenue growth and increased our gross profit.

We are a platform for acquiring, developing, patenting, marketing, and distributing plant-based nutraceuticals.

Our proprietary and patented products target select high-growth categories within the multibillion-dollar nutraceuticals market, such as heart, brain and immune health.

Gummy USA added contract manufacturing and formulation services to our offering, and we now operate at the intersection of nutraceutical manufacturing, drug delivery innovation, and precision formulation technologies.

Nutraceuticals

Nutraceuticals are generally considered to be substances that beyond their nutritional value can be used to achieve a benefit for an existing physiological condition or provide protection against potential ailments.

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Our mission is to acquire or create products with health and performance benefits that have mass consumer appeal.

Guided by this mission, our first two acquisitions (in 2019 and 2020, respectively) formed our current operating subsidiaries, Bergamet NA, LLC (“Bergamet”), which offers nutraceutical heart and immune health products, and Ultimate Brain Nutrients, LLC (“UBN”), which offers nutraceutical products for brain health.

Based on published research from third-party sources, we believe our Bergamet products have been shown to support heart health, support immune response, and address metabolic syndrome.

Our UBN brain health formulations have been in development for more than 20 years, over which time its effects have been supported by third-party research studies.

The overall nutraceutical market is growing at a 7.8% compounded annual growth rate (“CAGR”) and is expected to reach $441 billion by 2026, according to ReportLinker.

Driving this growth are multiple factors, including changing lifestyles, growing consumer desire to move away from expensive prescription medicine and undesirable side effects, aging population and increased life expectancy.

Guided by this mission, our first two acquisitions (in 2019 and 2020, respectively) formed our historical operating subsidiaries, Bergamet NA, LLC (“Bergamet”), which offers nutraceutical heart and immune health products, and Ultimate Brain Nutrients, LLC (“UBN”), which offers nutraceutical products for brain health.

Our Gummy USA acquisition (in 2025), which is operated as our subsidiary HE Gummy USA, Inc., added technical capabilities and a manufacturing architecture to support our own needs as well as those of third-parties.

The overall nutraceutical market is expected to grow at a 7.7% compounded annual growth rate (“CAGR”) and is expected to reach $1.1 trillion by 2033, according to Grand View Research.

Our current principal geographic markets are customers in the United States looking for nutraceutical products focused on their own heart and brain health and immune support.

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Given increasingly hectic lifestyles, and the lack of time for preparing and consuming the required nutrients through a regular diet, the desire to replenish or augment essential nutrients with nutraceuticals is also increasing.

Another growing trend is delivery formats, and more specifically gummies.

Gummy delivery is experiencing a 10-15% CAGR for nutraceuticals, again according to Grand View Research, and is the delivery method of choice for kids, older adults, and pill-averse consumers.

Our BergaMet all-natural Citrus Bergamot SuperFruit TM formulations address an expanding global heart-health ingredients market that is projected to grow at a 4.6% CAGR to reach $55.3 billion by 2027, according to ResearchAndMarkets.

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and Canada licensing and manufacturing agreement with Gelteq Pty Ltd.

(“GELS”), a third-party global leader in ingestible gel technology, we will offer a gel-pack delivery system in 2025 that our competition in North America cannot provide.

(“GELS”), a third-party global leader in ingestible gel technology, we offered a gel-pack delivery system in 2025.

GELS provides a patented, customizable platform for supplement delivery, in that each gel formulation is tailored to solve a particular problem and deliver a specific outcome.

Our Gummy USA subsidiary will allow us to take this in-house.

Higher BPF Content.

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The market may choose to continue utilizing existing products for any number of reasons, including familiarity with or pricing of these existing products.

The failure of any of our products to compete with products marketed by our competitors would impair our ability to generate revenue, which would have a material adverse effect on our future business, financial condition, results of operations, and cash flows.

The failure of any of our products to compete with products marketed by our competitors would impair our ability to generate revenue, which

would have a material adverse effect on our future business, financial condition, results of operations, and cash flows.

Our competitors may:

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The market for nutraceutical products is highly fragmented, which creates many acquisition opportunities.

Our Gummy USA acquisition in 2025 is a prime example.

As part of our primary mission, we will continue to evaluate potential acquisition opportunities that could expand our product portfolio and benefit from our marketing strength and multi-channel distribution.

On the Healthy Extracts holding company level, our company’s two officers, Kevin “Duke” Pitts and Robert Madden, are each full-time.

On the Healthy Extracts holding company level, our company’s three officers, Donald Swanson, Kevin “Duke” Pitts and Robert Madden, are each full-time.

Our BergaMet subsidiary has two full-time employees.

Our UBN subsidiary currently does not have its own employees since it uses outside contract help on an as-needed basis, with management provided by our officers.

Our HE Gummy USA subsidiary has one full-time and sixteen hourly employees.

We anticipate all of our employees will continue to work for us for the foreseeable future.

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As a result of the acquisition, Jay Decker became our majority shareholder.

The shares of common

stock issued in the acquisition were equal to approximately 80.1% of our outstanding common stock immediately following the closing.

The shares of common stock issued in the acquisition were equal to approximately 80.1% of our outstanding common stock immediately following the closing.

On April 3, 2020, we acquired Ultimate Brain Nutrients, LLC, a Delaware limited liability company (“UBN”).

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The shares of common stock issued in the acquisition were equal to approximately 42.5% of our outstanding common stock immediately following the closing.

On October 1, 2025, we acquired Gummy USA LLC, operated in our wholly-owned subsidiary HE Gummy USA, Inc., through which we conduct oral delivery development and manufacturing.

As a result of the acquisition, Donald Swanson became our majority shareholder, our Chief Executive Officer, and Chairman of our Board of Directors.

The shares of common stock issued in the acquisition were equal to 77.5% of our outstanding common stock immediately following the closing.

Corporate Information

Our corporate headquarters are located at 7375 Commercial Way, Suite 125, Henderson, NV 89011, and our telephone number is (702) 463-1004.

Our websites are www.healthyextractsinc.com, www.bergametna.com, and www.tryubn.com.

Our websites are www.healthyextractsinc.com, www.bergametna.com, www.tryubn.com, and gummyusa.com.

Information contained on our websites is not incorporated into, and does not constitute any part of, this annual report.

Recent Developments

Reverse Stock Split

On August 21, 2023, our majority shareholders approved by written consent, declared it advisable and in our best interest, to amend our Articles of Incorporation to (a) effect a reverse split of our outstanding Common Stock within a range of 1-for-25 to 1-for-150, the exact ratio and timing to be determined by our board of directors (“Board”) no later than December 31, 2023, and (b) reduce our authorized common stock to fifty million (50,000,000) shares.

On August 22, 2023, our Board of Directors approved the same stock split range and decrease in authorized common stock.

On December 29, 2023, we effectuated a 1-for-120 reverse split of our common stock and decreased our authorized common stock to fifty million (50,000,000) shares.

Unless specifically provided otherwise herein, all share numbers and prices in this Annual Report reflect the effectiveness of the 1-for-120 reverse stock split of our Common Stock.

Acquisition of Gummy USA LLC

On July 19, 2025, we entered into a Membership Interest Purchase Agreement (the “MIPA”) with Gummy USA LLC (“GUSA”) and its sole-member, Donald Swanson (“Swanson”), pursuant to which we acquired one-hundred percent (100%) of the outstanding membership interests of GUSA, which became our wholly-owned subsidiary.

As consideration for the purchase, we issued thirteen million seventy-five thousand nine hundred twenty (13,075,920) shares of our common stock (the “Purchase Shares”) which represented 77.5% of our issued and outstanding common stock after the transaction, to Swanson.

In addition, Swanson was granted anti-dilution rights to maintain that same ownership percentage in the event of the exercise of any of our 154,306 outstanding options and warrants.

In connection with, and as a material term of, the transaction, effective on July 19, 2025, Donald Swanson was appointed to our Board of Directors as our fourth director, Chairman, and as our President (Swanson was appointed as our CEO on September 16, 2025).

Kevin “Duke” Pitts, who was our President prior to the transaction, was appointed as our Chief Executive Officer (Pitts was appointed as our President

and COO on September 16, 2025).

Further in connection with the transaction, Robert Madden, our Secretary and Chief Financial Officer, was appointed as the Manager of GUSA.

Rescission of Gummy USA LLC Acquisition and Appointment of Director;

Merger Agreement

On September 26, 2025, we rescinded the MIPA as of its effective date.

On September 30, 2025, we entered into an Agreement and Plan of Merger with GUSA and Swanson, pursuant to which GUSA was merged with and into our wholly-owned subsidiary, HE Gummy USA, Inc., a Nevada corporation.

We re-issued the Purchase Shares, which continued to represent 77.5% of our issued and outstanding common stock after the transaction, to Swanson.

In addition, Swanson was granted anti-dilution rights to maintain that same ownership percentage in the event of the exercise of any of our 154,306 outstanding options and warrants.

In connection with, and as a material term of, the rescission, the appointment of Swanson to our Board of Directors was also terminated as of its effective date, and effective on September 30, 2025, Donald Swanson was re-appointed to our Board of Directors as our fourth director, Chairman, and as our Chief Executive Officer.

Kevin “Duke” Pitts, who was our President prior to the transaction, was re-appointed as our President and Chief Operating Officer.

Further in connection with the transaction, Robert Madden, our Secretary and Chief Financial Officer, was re-appointed as the Manager of GUSA.

Summary of Risk Factors

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Some of the principal risks related to our business include the following:

• We utilize one main vendor for manufacturing, and the termination of that agreement could have material effect on the cost of our products and the manufacturing of our finished goods;

• We have historically utilized one main vendor for manufacturing, and the termination of that agreement could have material effect on the cost of our products and the manufacturing of our finished goods, especially until we have the majority of our manufacturing in-house in our GE Gummy USA subsidiary;

• We currently are not profitable, but with new product introductions and stable cash flow, we expect to be profitable in the future.

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• We will require additional financing in the future, and we can provide no assurance that such funding will be available on terms that are acceptable to us, or at all;

• One of our shareholders, Jay Decker, and his adult children will continue to own a significant percentage of our Common Stock and will maintain the ability to substantially influence all matters submitted to stockholders for approval;

• One of our shareholders, Donald Swanson, will continue to own a significant percentage of our Common Stock and will maintain the ability to substantially influence all matters submitted to stockholders for approval;

• We are dependent upon our lenders for financing to execute our business strategy and meet our liquidity needs, and the lack of adequate financing could negatively impact our business;

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As used in this annual report, the term “success” generally means (unless the specific context requires otherwise) our ability to establish and grow our brand, scale our manufacturing, marketing and sales activities, integrate acquired products or internally develop new products, grow our revenues and, ultimately, establish cash flow positive and profitable operations.

Over the last year, we have focused on increasing revenue, maintaining our margins, and generating positive cash flow from our existing operations.

In part, we have been successful in meeting these objectives and our business has remained relatively unchanged.

Since our acquisitions of Bergamet and UBN, we have focused on increasing revenue, maintaining our margins, and generating positive cash flow from our existing operations.

In part, at least with respect to Bergamet and UBN, we have been successful in meeting these objectives and our business has remained relatively unchanged.

In October 2025, we acquired Gummy USA, which accelerated our revenue growth and increased our gross profit.

We are a platform for acquiring, developing, patenting, marketing, and distributing plant-based nutraceuticals.

Our proprietary and patented products target select high-growth categories within the multibillion-dollar nutraceuticals market, such as heart, brain and immune health.

Our current principal geographic markets are customers in the United States looking for nutraceutical products focused on their own heart and brain health and immune support.

9 unchanged sentences

Our mission is to acquire or create products with health and performance benefits that have mass consumer appeal.

Guided by this mission, our first two acquisitions (in 2019 and 2020, respectively) formed our current operating subsidiaries, Bergamet, which offers nutraceutical heart and immune health products, and UBN, which offers nutraceutical products for brain health.

Based on published research from third-party sources, we believe our Bergamet products have been shown to support heart health, support immune response, and address metabolic syndrome.

Our UBN brain health formulations have been in development for more than 20 years, over which time its effects have been supported by third-party research studies.

Heart & Immune Health

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It also includes a natural marigold extract that is scientifically shown to block blue light and replenish lutein, which is critical for optimum eye health.

The antioxidant function comes from the Neumentix that contains a combination of polyphenols

from Kemin’s proprietary spearmint extract.

The antioxidant function comes from the Neumentix that contains a combination of polyphenols from Kemin’s proprietary spearmint extract.

The complex contains rosmarinic, salvianolic, lithospermic and caftaric acids (and more) that act as antioxidants in the brain.

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and Canada licensing and manufacturing agreement with GELS, a third-party developer of ingestible gel technology, under which we agreed to develop and manufacture an advanced oral delivery system for our plant-based heart, immune and brain health formulations.

The agreement has a three-year term and can be terminated by either party in the event of a breach, and contains a minimum order amount of 500,000 units of product (of which 250,000 units must have been purchased during the first 12 months).

The agreement has a three-year term and can be terminated by either party in the event of a

breach, and contains a minimum order amount of 500,000 units of product (of which 250,000 units must have been purchased during the first 12 months).

Currently, the agreement is in effect because of successive annual one-year renewals.

The agreement is mutually exclusive in that GELS is to be the exclusive manufacturer of all gel products that contain nutritional supplements by us in the territory, and that they will not manufacture gels containing bergamot for any other company in the territory.

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We plan to introduce a hydration and weight management gel in early 2025.

The overall nutraceutical market is growing at a 7.8% CAGR and is expected to reach $441 billion by 2026, according to ReportLinker.

The overall nutraceutical market is expected to grow at a 7.7% compounded annual growth rate (“CAGR”) and is expected to reach $1.1 trillion by 2033, according to Grand View Research.

Our current principal geographic markets are customers in the United States looking for nutraceutical products focused on their own heart and brain health and immune support.

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Another growing trend is delivery formats, and more specifically gummies.

Gummy delivery is experiencing a 10-15% CAGR for nutraceuticals, again according to Grand View Research, and is the delivery method of choice for kids, older adults, and pill-averse consumers.

Our BergaMet all-natural Citrus Bergamot SuperFruit formulations address an expanding global heart-health ingredients market that is projected to grow at a 4.6% CAGR to reach $55.3 billion by 2027, according to ResearchAndMarkets.

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The market for nutraceutical products is highly fragmented, which creates many acquisition opportunities.

Our Gummy USA acquisition in 2025 is a prime example.

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Contains ability to include hemp-derived cannabinoids in unique product formulations whenever allowable under federal law.

As part of the acquisition of Gummy USA, we are party to an oral worldwide license with Donald Swanson to use the following patents, for which we pay a royalty of $0.05 per units received:

Application Number

Date of Filing

PCT/US25/45604

“System and Method for Producing Pectin and/or Gelatin-Based Edibles with High Accuracy Active Ingredient Dosages”

Provisional 63/713,989

“System and Method for Producing Pectin and/or Gelatin-Based Edibles with High Accuracy Active Ingredient Dosages”

Provisional 63/704,971

“System and Method for Producing Pectin and/or Gelatin-Based Edibles with High Accuracy Active Ingredient Dosages”

Provisional 63/692,609

“System and Method for Producing Pectin and/or Gelatin-Based Edibles with High Accuracy Active Ingredient Dosages”

A trademark owned by us that supports the entire brain health product platform is:

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Scientific research consulting in the field of brain metabolism and physiological metabolism.”

As part of the acquisition of Gummy USA, we are party to an oral worldwide license with Donald Swanson to use the following trademarks, for which we pay a royalty of $0.05 per unit received:

PharmaDose, LLC*

Pending application subject to USPTO review

SureDose, LLC *

Pending application subject to USPTO review.

We compete with other manufacturers, distributors and marketers of vitamins, minerals, herbs, and other nutritional supplements both within and outside the U.S.

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For example, our BergaMet PRO+ product has 47% BPF Gold potency as compared to the closest competitor at only 38% BPF.

BPF is an extract derived from the fruit’s juice, peel, and pulp, is comprised of five polyphenols (Naringin, Neohesperidin, Brutieridin, Melitidin, and Neoeriocitrin), and its potency is determined by the concentration of these five polyphenols achieved

during the extraction process.

BPF is an extract derived from the fruit’s juice, peel, and pulp, is comprised of five polyphenols (Naringin, Neohesperidin, Brutieridin, Melitidin,

and Neoeriocitrin), and its potency is determined by the concentration of these five polyphenols achieved during the extraction process.

The potency of BPF is widely compared by Bergamot users in making their purchase decisions because a higher potency may lead to greater benefits, and is generally considered more desirable in the marketplace.

Backed by published research from third-party sources, our citrus bergamot has been shown to support heart health, support immune response, and address metabolic syndrome.

On the Healthy Extracts holding company level, our company’s two officers, Kevin “Duke” Pitts and Robert Madden, are each full-time.

On the Healthy Extracts holding company level, our company’s three officers, Donald Swanson, Kevin “Duke” Pitts and Robert Madden, are each full-time.

Our BergaMet subsidiary has two full-time employees .

Our UBN subsidiary currently does not have its own employees since it uses outside contract help on an as-needed basis, with management provided by our officers.

Our HE Gummy USA subsidiary has one full-time and sixteen hourly employees.

We anticipate all of our employees will continue to work for us for the foreseeable future.

We plan to hire appropriate personnel on an as-needed basis and utilize the services of independent contractors as needed.

HE Gummy USA, Inc.

Our HE Gummy USA’s production platform incorporates process design elements intended to improve dosing consistency, formulation stability, and production flexibility relative to traditional batch-based confectionery manufacturing approaches.

Our key operational attributes include:

• controlled active ingredient dispersion protocols,

• formulation workflows designed to support multi-active stability,

• texture engineering methodologies influencing dissolution and compliance characteristics, and

• advanced flavor masking solutions for high-potency compounds.

We believe these capabilities enable us to participate in higher-value development programs where delivery performance characteristics represent a meaningful component of product differentiation.

Notwithstanding our technology positioning, HE Gummy USA’s current revenue generation is primarily attributable to commercial manufacturing and formulation contracts with companies operating in the nutritional supplement, functional nutrition, and consumer wellness sectors.

Revenue growth is expected to be driven by:

• expansion of existing multi-SKU client programs,

• increased production volumes associated with successful product launches,

• development and commercialization of custom precision-formulated ingestible formats, and

• longer-term supply relationships with select strategic clients.

We believe the nutraceutical market provides an appropriate near-term commercialization pathway for precision oral delivery innovations due to shorter development cycles, lower regulatory barriers relative to pharmaceutical markets, and sustained consumer demand growth.

Our current manufacturing configuration supports an estimated output range of approximately 12 million to 15 million dosage units per month, subject to formulation complexity, quality control requirements, and operational scheduling.

We continue to evaluate incremental opportunities intended to enhance throughput efficiency, formulation flexibility, production reproducibility, and quality assurance capabilities.

Future capacity expansion decisions are expected to be influenced by client demand visibility, contract duration, and broader strategic initiatives related to vertical integration and technology platform development.

We believe oral dosage innovation represents an area of ongoing evolution across both consumer health and pharmaceutical industries.

Although HE Gummy USA does not currently generate material revenue from pharmaceutical manufacturing activities, we believe its technical infrastructure may support future participation in adjacent development programs, subject to regulatory, capital, and partnership considerations.

Governmental Controls, Approval and Licensing Requirements

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Dietary ingredients marketed in the United States before October 15, 1994 may be marketed without the submission of a “new dietary ingredient” (“NDI”) premarket notification to the FDA.

Dietary ingredients not marketed in the United States before October 15, 1994 may require the submission, at least 75 days before marketing, of an NDI notification containing information establishing that the ingredient is reasonably expected to be safe for its intended use.

Dietary ingredients not marketed in the United States before October 15, 1994 may require the submission, at least 75 days before marketing,

of an NDI notification containing information establishing that the ingredient is reasonably expected to be safe for its intended use.

The FDA has issued final regulations under DSHEA.

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We do not currently own, lease or use any office space as we operate on a virtual basis.

However, we lease warehouse facilities under an operating lease that expires in February 2025 which further got renewed till January 31, 2028.

Prior to February 4, 2022, we leased a warehouse facility on a month-to-month basis.

Our rent obligations for 2023 through 2025 are as follows:

2023 - $65,335, 2024 - $69,635, and 2025 - $71,214.

Total rent for the year ended December 31, 2023 and 2024 was $65,335 and $74,748.

However, we lease warehouse facilities as follows:

7375 Commercial Way, Henderson, NV

February 2025

February 2028

4560 Northgate Court, Sarasota, FL

October 1, 2023

September 30, 2028

2340 Whitfield Park Ave, Sarasota, FL

February 1, 2024

month-to-month

– RISK FACTORS.

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If we cannot generate sufficient revenues to operate profitably, we may suspend or cease operations.

We were incorporated on December 19, 2014, but we have changed our business focus with the acquisition of BergaMet in 2019 and UBN in 2020.

We were incorporated on December 19, 2014, but we changed our business focus beginning with the acquisition of BergaMet in 2019 and UBN in 2020.

We have not fully developed our current business operations and have not yet generated significant revenue from such operations.

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Moreover, favorable financing may be dilutive to our stockholders.

One of our shareholders and his adult children owns a significant percentage of our Common Stock and has the ability to substantially influence all matters submitted to stockholders for approval.

One of our shareholders, Jay Decker, owns slightly less than 50% of our outstanding shares of Common Stock.

For as long as Decker retains a significant ownership of our shares of Common Stock, he will be able to substantially influence all matters submitted to our stockholders for approval, as well as our management and affairs.

One of our shareholders owns a significant percentage of our Common Stock and has the ability to substantially influence all matters submitted to stockholders for approval.

One of our shareholders, Donald Swanson, owns over 75% of our outstanding shares of Common Stock.

For as long as Swanson retains a significant ownership of our shares of Common Stock, he will be able to substantially influence all matters submitted to our stockholders for approval, as well as our management and affairs.

For example, he will substantially influence the election of directors and approval of any merger, consolidation or sale of all or substantially all our assets.

This concentration of voting power could delay or prevent an acquisition of us on terms that other stockholders may desire or result in management that our stockholders disagree with.

In addition, Mr.

Decker’s adult children own and will continue to own a significant portion of our outstanding Common Stock.

See “Security Ownership of Certain Beneficial Owners and Management” .

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We have a significant amount of unsold inventory, which could affect our assets and our profitability.

As of December 31, 2023, we had over $1.6 million in inventory, and as of December 31, 2024, we had over $1.3 million in inventory.

As of December 31, 2023, we had over $1.6 million in inventory, as of December 31, 2024, we had over $1.3 million in inventory, and as of December 31, 2025, we have over $843,000 in inventory.

Our inventory could spoil or be damaged, or we could never sell it, affecting the assets on our balance sheet as well as our future profitability.

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We are dependent on the services of key personnel and failure to attract qualified management could limit our growth and negatively impact our results of operations.

We are highly dependent on the principal members of our management team, including our President, Kevin “Duke” Pitts, and our Chief Financial Officer, Robert Madden.

We are highly dependent on the principal members of our management team, including our Chief Executive Officer, Donald Swanson, our President, Kevin “Duke” Pitts, and our Chief Financial Officer, Robert Madden.

At this time, we do not know of the availability of such experienced management personnel or how much it may cost to attract and retain such personnel.

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We may also rely on trademarks, trade secrets and contract law to protect certain of our proprietary technology.

There can be no assurance that any trademarks will be approved, that such contract will not be breached, or that if breached, we will have adequate remedies.

There can be no assurance that any trademarks will be approved, that such contract will not be

breached, or that if breached, we will have adequate remedies.

Furthermore, there can be no assurance that any of our trade secrets will not become known or independently discovered by third parties.

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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 1. Business