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.
Monitoring consumer trends is critical when a retailer thrives on natural nutrition. Healthy Choice Wellness Corp’s disclosures go far beyond headline sales—they unpack ingredient sourcing, store-level margins, and how shifting wellness demand shapes inventory. Investors often head straight to the annual report or scan Form 4s before material events, yet parsing hundreds of pages can drain hours.
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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.
Healthy Choice Wellness Corp. filed a shelf registration on Form S-3 to offer up to $500,000,000 of Class A common stock, preferred stock, debt securities, depositary shares, warrants, rights, purchase contracts and units from time to time, via prospectus supplements.
The offering is subject to General Instruction I.B.6 limits. The aggregate market value of non-affiliate common equity is $12,116,665, based on 13,028,673 shares at $0.93 as of September 18, 2025. Class A common stock trades on NYSE American under HCWC; the last reported sale price was $0.59 on November 3, 2025. As context, 15,065,750 shares of Class A common stock were outstanding as of the date of the prospectus.
Unless a supplement states otherwise, net proceeds are intended for general corporate purposes, and may include acquisitions or investments.
Healthy Choice Wellness Corp. entered into an Exchange Agreement with certain noteholders to swap
The notes being exchanged were issued under the Loan and Security Agreement dated July 18, 2024. A form of the Exchange Agreement is filed as Exhibit 10.1.
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