Welcome to our dedicated page for Healthy Choice Wellness SEC filings (Ticker: HCWC), 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.
The Healthy Choice Wellness Corp. (HCWC) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, drawn from the U.S. Securities and Exchange Commission’s EDGAR system. HCWC is a holding company focused on the natural and organic grocery sector, and its filings offer detailed insight into its operations, governance, and capital structure.
Investors can review annual and quarterly reports, such as the company’s Annual Report on Form 10‑K referenced in its definitive proxy statement. These reports include audited and unaudited financial statements, discussions of results of operations, and information about HCWC’s portfolio of natural and organic grocery banners and related activities.
Current reports on Form 8‑K disclose material events, including Securities Purchase Agreements for Series A Convertible Preferred Stock, amendments to the certificate of designation governing that preferred stock, and debt-for-equity exchange agreements with lenders. These filings describe how HCWC issues convertible preferred shares, registers underlying Class A common stock, and exchanges portions of indebtedness for equity.
The Form S‑1 registration statement filed by HCWC relates to the resale of shares of Class A common stock issuable upon conversion of Series A Convertible Preferred Stock. It includes a summary of the business, risk factors, and details about the offering and the company’s status as an emerging growth company.
Stock Titan’s interface is designed to surface key elements of these filings, with AI-powered summaries that explain complex sections in simpler language. Users can quickly locate information on voting rights for Class A common stock and Series A Convertible Preferred Stock, terms of preferred equity, and material agreements affecting HCWC’s capital structure. Real-time updates ensure that new 10‑K, 10‑Q, 8‑K, proxy statements, and registration statements are added as they become available.
Healthy Choice Wellness Corp. entered into an Exchange Agreement with certain debt holders to swap the outstanding principal of its Notes for up to 4,000,000 shares of Class A common stock. The share price will match the market price on the date the exchange is completed, effectively converting part of the company’s debt into equity. The transaction is being conducted as a private placement relying on exemptions from Securities Act registration, with no commissions or other remuneration paid for soliciting the exchange.
Healthy Choice Wellness Corp. reported the results of its 2025 annual stockholder meeting held on December 31, 2025. Stockholders representing 10,409,200 shares of Class A common stock and Series A Convertible Preferred Stock (on an as-converted basis) were present in person or by proxy.
Stockholders elected Gary Bodzin as a Class I director to serve until the 2028 annual meeting of stockholders, receiving 9,381,169 votes for and 379,962 votes withheld, with 4,447,866 broker non-votes. Stockholders also ratified UHY LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, with 12,618,087 votes for, 1,559,378 votes against, and 30,832 abstentions.
Healthy Choice Wellness Corp. is holding its 2025 annual stockholder meeting virtually on December 31, 2025 at 10:00 a.m. ET via www.virtualshareholdermeeting.com/HCWC2025. Stockholders of record as of December 1, 2025, when 18,165,750 shares of Class A common stock were outstanding, may vote online, by phone, by mail, or during the webcast.
Investors are being asked to elect one Class I director, Gary Bodzin, to a three-year term ending in 2028 and to ratify the appointment of UHY LLP as independent registered public accounting firm for the fiscal year ending December 31, 2025. The board recommends voting in favor of both proposals.
The filing also outlines governance practices, director independence, and compensation policies. A 2024 equity incentive plan with a 1,400,000-share reserve plus an annual increase of up to 12.5% of shares outstanding is described, though no awards were outstanding as of December 31, 2024.
Healthy Choice Wellness Corp. reported that one of its directors received a grant of derivative equity in the form of 200,000 shares of Restricted Class A Common Stock at an exercise price of $0.00 per share. The award was granted on November 13, 2025 and is reported as directly owned.
The restricted stock is scheduled to vest in eight equal quarterly installments beginning on February 13, 2026, then on each May 13, August 13 and November 13 until fully vested on November 13, 2027. The filing also notes that the restricted stock will immediately vest if certain change of control events described in the reporting person’s Restricted Stock Award Agreement occur.
Healthy Choice Wellness Corp. reported an equity award to a senior executive. Director and Chief Financial Officer John Ollet reported holdings of 378,177 shares of Class A common stock held directly. In addition, he was granted 400,000 restricted shares of Class A common stock as a derivative security at an exercise price of
The restricted stock is scheduled to vest in eight equal quarterly installments, starting on
Healthy Choice Wellness Corp. director and Chief Executive Officer Jeffrey Elliot Holman reported equity holdings in the company. Following the reported transactions, he beneficially owns 1,106,722 shares of Class A common stock in direct form.
He was also granted 800,000 shares of Restricted Class A Common Stock at a conversion price of $0.00. These restricted shares vest in eight equal quarterly installments starting on February 13, 2026, then on each May 13, August 13 and November 13, until fully vested on November 13, 2027. The restricted stock will fully vest earlier if certain change of control events described in his Restricted Stock Award Agreement occur.
Healthy Choice Wellness Corp. reported that director Gary A. Bodzin received a grant of 200,000 shares of restricted Class A common stock, recorded as a derivative security with an exercise price of $0.00 on 11/13/2025. The restricted stock vests in eight equal quarterly installments, beginning on 02/13/2026 and continuing on each May 13, August 13 and November 13 until fully vested on 11/13/2027. The award agreement also provides that the restricted stock will immediately vest if certain change of control events occur.
Healthy Choice Wellness Corp. reported an equity grant to its president, Christopher Santi. A total of 400,000 shares of Class A common stock were awarded as restricted stock at an exercise price of
The restricted stock vests in eight equal quarterly installments, starting on
Healthy Choice Wellness Corp. director Behnam Myers reported an equity award of 200,000 shares of restricted Class A common stock. The derivative securities are shown with a conversion or exercise price of $0.00 and are held directly, with 200,000 derivative securities beneficially owned following the reported transaction.
The restricted stock is scheduled to vest in eight equal quarterly installments, commencing on February 13, 2026, and continuing to vest on each subsequent May 13, August 13 and November 13 until fully vested on November 13, as described in the award terms. The award will also immediately vest upon the occurrence of certain change of control events specified in the Restricted Stock Award Agreement.
Healthy Choice Wellness Corp. entered into a Securities Purchase Agreement to sell 2,000 shares of its Series A Convertible Preferred Stock for an aggregate $2,000,000. The transaction closed on November 13, 2025.
Each preferred share is currently convertible into Class A common at a conversion price of $1.38, representing 1,449,275 shares if fully converted. The company plans to use proceeds for general working capital and potential acquisitions, and agreed to register the common shares issuable upon conversion.
HCWC filed a Second Amended and Restated Certificate of Designation establishing voting on an as-converted basis, a liquidation preference of $1,000 per preferred share, and class protections requiring majority preferred approval for adverse changes or increases to authorized preferred. The issuance was conducted as an unregistered offering under Section 4(a)(2) and Rule 506(b) of Regulation D.