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.
Healthy Choice Wellness Corp. filings document the company’s public-company reporting, capital structure, and governance as a natural and organic grocery holding company. Its SEC record includes registration materials, current reports, and proxy filings that describe Class A common stock, Series A Convertible Preferred Stock, and securities issued in private transactions.
Material-event filings cover exchange agreements involving company indebtedness, unregistered issuances of Class A common stock, preferred-stock financing, and amendments affecting security-holder rights. Proxy materials and related 8-K disclosures document annual meeting proposals, board elections, auditor ratification, stockholder voting results, and other governance matters.
Healthy Choice Wellness Corp. (HCWC) is asking stockholders to approve a transformative merger in which Merger Sub will merge into Host Digital Infrastructure LLC, leaving Host Digital as a wholly owned subsidiary. HCWC will issue an aggregate 1,574,074,074 shares of Class A common stock and/or pre-funded warrants as base Merger Consideration at an Applicable Share Price of $0.27 per share, and former Host Digital members are expected to own approximately 96% of the post-closing common stock.
Key proposals include approving this stock issuance under NYSE American Rule 713, increasing authorized common shares to 2,000,000,000, a reverse stock split within a board‑selected range, permitting stockholder written consents, changing HCWC’s name to one chosen by Host Digital, ratifying UHY LLP as auditor, and allowing meeting adjournments. Post‑closing, HCWC will focus on Host Digital’s AI/HPC data center business, list on NYSE American under the ticker “HOST,” and install a new five‑member board while retaining HCWC’s current CFO. The filing details significant dilution, project, financing, tax and regulatory risks, and a potential reverse termination fee of up to $2,000,000 if the merger fails.
Healthy Choice Wellness Corp. has agreed to merge with Host Digital Infrastructure LLC and, pursuant to the Merger Agreement, will issue 1,574,074,074 shares (or Pre-Funded Warrants in lieu thereof) based on an Applicable Share Price of $0.27 per share. Upon closing, Host Digital holders are expected to own approximately 96% of the combined company.
The Merger requires HCWC stockholder approval of the Stock Issuance, an amendment to authorize 2,000,000,000 HCWC shares, a Board-authorized name change, approval of a reverse stock split (1-for-[●] to 1-for-[●]) and other corporate actions. The Board recommends that stockholders vote FOR all proposals. Closing is subject to HCWC stockholder votes, HSR clearance if applicable, receipt of specified tax opinions and other customary conditions.
Healthy Choice Wellness Corp. executive Christopher Santi filed an amended Schedule 13D reporting his ownership in the company’s Class A common stock. Santi, the President and Chief Operating Officer, beneficially owns 1,568,604 shares, representing 5.29% of the outstanding common stock, based on 29,642,378 shares outstanding as of June 2, 2026.
The filing notes that 815,746 restricted shares vested on June 2, 2026 under the company’s 2024 Equity Incentive Plan. Santi holds sole voting and dispositive power over all reported shares, has made no trades in the past 60 days, and states the holdings are for investment purposes with no current plans for major corporate changes.
Healthy Choice Wellness Corp. insider Jeffrey E. Holman has disclosed beneficial ownership of 2,664,899 shares of Class A common stock, representing 8.99% of the company’s outstanding shares as of June 2, 2026.
Holman, the Chairman and Chief Executive Officer, holds sole voting and dispositive power over these shares. His stake includes 1,287,301 shares that vested as Restricted Stock Awards effective June 2, 2026, granted under the company’s equity compensation plan. The shares are held for investment purposes, and he may acquire additional stock through future compensatory grants or market purchases, or dispose of shares in line with his investment strategies and market conditions.
Holman states he has no current plans, outside his regular executive and board duties, to pursue major corporate actions such as mergers, asset sales, board changes, or other structural changes. He has not traded the company’s stock in the past sixty days and no other person has rights to dividends or sale proceeds from these shares.
HEALTHY CHOICE WELLNESS CORP. President Christopher Santi received a restricted stock award vesting of 815,476 shares of Class A Common Stock effective as of June 2, 2026. The shares were acquired at no cash cost as part of equity compensation rather than an open-market purchase.
Following this vesting, Santi directly holds a total of 1,568,604 shares of Class A Common Stock. The filing does not show any sales or derivative exercises, only this grant/award acquisition of additional vested shares.
HEALTHY CHOICE WELLNESS CORP. reported that Chief Financial Officer Ollet John acquired 815,476 shares of Class A Common Stock as a grant or award, with no cash paid per share. These restricted stock awards vested effective as of June 2, 2026 under existing award agreements, and John now directly holds 1,367,293 shares after the transaction.
Myers Behnam reported acquisition or exercise transactions in this Form 4 filing.
HEALTHY CHOICE WELLNESS CORP. director Myers Behnam received a restricted stock award of 237,500 shares of Class A Common Stock that vested effective June 2, 2026, pursuant to award agreements. The shares were granted at no cash cost, increasing Behnam’s direct holdings to 300,000 shares.
HEALTHY CHOICE WELLNESS CORP. director Michael Stuart Lerman reported an equity compensation event in which 237,500 shares of Class A Common Stock became vested restricted stock awards effective June 2, 2026. The award carried a stated price of $0.00 per share and brought his direct holdings to 300,000 shares after the transaction.
This filing reflects a grant/award acquisition rather than an open-market purchase or sale, so it mainly updates Lerman’s ownership stake and confirms the vesting of previously awarded equity.
HEALTHY CHOICE WELLNESS CORP. reported that Chief Executive Officer Jeffrey Elliot Holman acquired 1,287,301 shares of Class A Common Stock through a restricted stock award that vested effective as of June 2, 2026. The award carried a price of $0.0000 per share, reflecting stock-based compensation rather than a market purchase. Following this vesting, Holman directly owns 2,664,899 shares of Class A Common Stock.
Bodzin Gary reported acquisition or exercise transactions in this Form 4 filing.
HEALTHY CHOICE WELLNESS CORP. director Gary Bodzin reported an equity compensation grant in the form of restricted stock. On June 2, 2026, restricted stock awards of 237,500 shares of Class A Common Stock vested pursuant to applicable award agreements at no cash cost per share. Following this vesting, Bodzin holds 300,000 shares of Class A Common Stock directly.