What changed in this filing

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Item 5. Market for Registrant’s Common Equity

2024-04-24 compared with 2023-04-26 · 16 added, 62 removed, 1 unchanged (99% of the section changed)

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

Market Information

shares of common stock are currently quoted on the NASDAQ under the symbol “MMMB” The following table sets forth (i) the

intra-day high and low sales price per share for our common stock, as reported on the OTCQB for the period from February 2021 to July

2022 and NASDAQ for the period from July 2022 to January 2023.

The quotations reflect inter-dealer prices, without retail mark-up, mark-down

or commission, and may not represent actual transactions.

Fiscal Year Ended January 31, 2022

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

Fiscal Year Ended January 31, 2023

First Quarter

Second Quarter

Third Quarter

Fourth Quarter

market price of our common stock, is highly volatile and is subject to fluctuations in response to variations in operating results, announcements

of new products, or other events or factors.

Our stock price may also be affected by broader market trends unrelated to our performance.

of April 26, 2023, there were approximately 69 record holders of our common stock and there were 36,317,857 shares of our common stock

issued and outstanding.

This figure does not take into account those shareholders whose certificates are held in the name of broker-dealers

or other nominees.

Please see SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT for information related to the holdings

of certain beneficial owners and management of the Company.

A Preferred Stock .

The holders of the Series A Convertible Preferred were entitled to receive dividends at a rate of eight percent

(8%) per annum payable quarterly in cash or Company Common Stock at the option of the holder.

All outstanding shares of Series A Convertible

Preferred Stock converted to Company Common Stock on February 13, 2020 and no shares of Series A Preferred Stock are currently issued

and outstanding.

B Preferred Stock .

The holders of Series B Preferred Stock shall be entitled to receive, when, as and if declared by the Board of

Directors out of funds legally available for such purpose, an accruing cumulative dividend, in preference to any dividend on the Common

Stock, at an annual rate of eight percent (8%) of the Original Purchase Price, payable monthly.

As of January 31, 2023 there are 54,600

shares of Series B Preferred stock issued and outstanding.

The declaration of any future cash dividends is at the discretion of our board of directors and depends upon our earnings,

if any, our capital requirements and financial position, general economic conditions, and other pertinent conditions.

We have not paid

any cash dividends to the holders of our Common Stock and it is not our present intention to pay any cash dividends on our Common Stock

in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

Securities Authorized for Issuance under Equity Compensation Plans

following table provides information concerning equity compensation arrangements as of January 31, 2023:

Plan Category

Number of securities to be issued upon exercise of outstanding options, warrants and rights

Weighted-average

exercise price of outstanding options, warrants and rights

Number of securities remaining available for future issuance under equity compensation plans

Equity compensation plans approved by security holders (1)

Consists of the MamaMancini’s Holdings 2021 Incentive Stock and Award Plan.

Sales of Unregistered Securities

is a list of securities sold by us from February 1, 2022 through January 31, 2023 which were not registered under the Securities Act.

Name of Purchaser

Consideration

Lawrence Morgenstein

Siegel Suffolk Family LLC

R&I Loeb Family LLC

securities issued in the abovementioned transactions were issued in connection with private placements exempt from the registration requirements

of Section 5 of the Securities Act of 1933, as amended, pursuant to the terms of Section 4(2) of that Act and Rule 506 of Regulation

of Securities

the quarter ended January 31, 2023, the Company did not repurchase any Company securities.

(a) Market Information

Our shares of common stock are currently quoted on the Nasdaq Capital Market under the symbol “MAMA.” From July 2022 to July 2023 shares of our common stock were quoted on the Nasdaq Capital Market under the symbol "MMMB."

As of April 24, 2024, there were approximately 44 record holders of our common stock and there were 37,263,096 shares of our common stock issued and outstanding.

This figure does not take into account those shareholders whose certificates are held in the name of broker-dealers or other nominees.

Series B Preferred Stock .

The holders of Series B Preferred Stock, while outstanding were entitled to receive, when, as and if declared by the Board of Directors out of funds legally available for such purpose, an accruing cumulative dividend, in preference to any dividend on the Common Stock, at an annual rate of eight percent (8%) of the Original Purchase Price, payable monthly.

During the year ended January 31, 2024, $49 thousand of dividends were declared and paid for Series B Preferred stock.

As of January 31, 2024 there are no shares of Series B Preferred stock issued and outstanding.

Common Stock.

The declaration of any future cash dividends is at the discretion of our Board of Directors and depends upon our earnings, if any, our capital requirements and financial position, general economic conditions, and other pertinent conditions.

We have not paid any cash dividends to the holders of our Common Stock and it is not our present intention to pay any cash dividends on our Common Stock in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

Recent Sales of Unregistered Securities

For the period from February 1, 2023 through January 31, 2024 there were no sales of unregistered securities.

Repurchases of Securities

During the year ended January 31, 2024, the Company did not repurchase any Company securities.

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 5. Market for Registrant’s Common Equity