Welcome to our dedicated page for Charlie S Holdin SEC filings (Ticker: CHUC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Charlie’s Holdings, Inc. filings document governance, reporting status and capital-structure actions for a Nevada issuer in the premium vapor-products market. Proxy materials address board matters, executive compensation and pay-versus-performance disclosures.
Current reports describe material definitive agreements and unregistered sales of common stock, including subscription agreements, proceeds for working capital and debt forgiveness consideration. Forms 12b-25 disclose late-filing notices for periodic reports and the company’s stated need for additional time to compile and review required annual and quarterly information.
Charlie’s Holdings, Inc. Chief Financial Officer Matthew P. Montesano reported an open-market purchase of company stock. On 02/13/2026, he bought 100,000 shares of common stock at $0.20 per share. After this transaction, he directly owns 2,825,409 shares of Charlie’s Holdings common stock.
Charlie’s Holdings, Inc. director Michael D. King reported an open-market purchase of common stock. On 02/13/2026, he bought 500,000 shares at $0.2 per share. Following this transaction, he directly beneficially owns 6,750,001 shares of Charlie’s Holdings common stock.
Charlie's Holdings, Inc. entered into subscription agreements with investors on February 13, 2026 to sell 3,550,000 shares of common stock at $0.20 per share in a private offering. Total consideration was $710,000, with $510,000 paid in cash and $200,000 provided through debt forgiveness.
The company states that proceeds from this offering will be used for working capital purposes. The transaction was conducted as an unregistered sale of equity securities in reliance on Section 4(a)(2) of the Securities Act as a transaction not involving a public offering, and is documented in a form of subscription agreement attached as an exhibit.
Charlie's Holdings, Inc. director Edward Carmines reported an open-market purchase of common stock. On 02/13/2026, he bought 250,000 shares of Charlie's Holdings common stock at $0.20 per share. After this transaction, he directly owned 2,156,481 common shares and indirectly held 100,000 shares through a FamilyTrust.
Charlie's Holdings director reports insider share purchase
A director of Charlie's Holdings, Inc. bought 100,000 shares of the company’s common stock on 12/26/2025. The purchase was reported at a weighted average price of $0.276 per share, with individual trade prices ranging from $0.26 to $0.29. Following this transaction, the director now reports 100,000 shares held indirectly through a Family Trust and 1,906,481 shares held directly. This filing reflects the director increasing their economic exposure to Charlie's Holdings through both direct and indirect ownership.
Charlie's Holdings, Inc. reported an insider stock purchase by its president, Henry Sicignano, III. On December 17, 2025, he acquired 100,000 shares of common stock at a price of $0.21 per share. Following this transaction, he beneficially owns 9,600,001 shares directly and an additional 100,000 shares indirectly through an IRA, increasing his personal holdings in the company’s stock.
Charlie’s Holdings, Inc. (CHUC) reported a sharp improvement in results for the nine months ended September 30, 2025. Net product revenue rose to $11.9 million from $6.7 million, while gross profit increased to $3.0 million. The company generated net income of $4.4 million versus a $3.0 million loss a year earlier, largely driven by a $7.5 million gain on the sale of PACHA synthetic products and related PMTA assets to R.J. Reynolds Vapor Company.
Cash increased to $1.2 million, and working capital swung to a $3.1 million surplus from a deficit, but operating activities used $6.2 million of cash. Management still cites substantial doubt about the company’s ability to continue as a going concern without additional revenue growth or financing. At September 30, 2025, stockholders’ equity improved to $3.2 million, and common shares outstanding were 270.6 million.
Strategically, Charlie’s is pushing Metatine-based SBX disposable vapes and other alternative alkaloid products, securing more than $6 million in purchase orders at the October 2025 NACS show, including a single $4.4 million SBX order. The company also received an FDA Marketing Denial Order on certain PMTAs but obtained a temporary administrative stay from a federal appeals court and plans to contest the decision. The Don Polly variable interest entity will be wound down.
Charlie’s Holdings, Inc. filed a Form 12b-25 to notify a late filing of its Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2025. The company says it needs additional time to compile and review information to ensure adequate disclosure. It anticipates filing the Form 10-Q on or before the fifth calendar day following the prescribed due date.