Innovative Food SEC Filings

Innovative Food Holdings director Mark Schmulen reported a significant insider purchase of the company’s common stock. On January 6, 2026, he bought 288,890 shares of Innovative Food Holdings common stock at $0.30 per share, according to the Form 4. The filing notes this transaction was made under a stock purchase agreement dated December 19, 2025.

Following this purchase, Schmulen directly owns 345,234 shares of Innovative Food Holdings common stock. This filing shows a director increasing his personal stake through a negotiated share purchase rather than through derivative securities or options.

Innovative Food Holdings Inc. received an updated ownership report showing that Intelligent Fanatics Capital Management LLC, its IFCM MicroCap Fund LP, and Ian Cassel together report beneficial ownership of 3,594,643 common shares, representing 6.6% of the outstanding common stock. The shares are held by the fund and other discretionary investment clients of Intelligent Fanatics Capital Management LLC, with all three reporting persons having shared voting and shared dispositive power over the same share block and no sole voting or dispositive power.

The filing is made on a passive basis, with the reporting persons certifying that the securities were not acquired and are not held for the purpose of changing or influencing control of Innovative Food Holdings, and are not part of any control-related transaction.

Innovative Food Holdings (IVFH)January 6, 2026, JCP Investment Partnership, LP entered into a stock purchase agreement dated December 19, 2025 to buy 505,555 shares of IVFH common stock at $0.30 per share. Following this transaction, 8,796,230 shares of common stock were held indirectly through JCP Investment Partnership, LP, and 1,618,492 shares were held in accounts managed by JCP Investment Management, LLC. The group reports beneficial ownership of more than 10% of IVFH’s outstanding common stock and disclaims beneficial ownership beyond each party’s economic interest.

Innovative Food Holdings, Inc. appointed Argie Liarakos as Executive Vice President of Commercial Operations and Execution under a new employment agreement effective on or about January 6, 2025. His compensation includes a $260,000 annual base salary, a target annual incentive equal to 15% of base salary, a first-year bonus of $100,000 in cash or stock plus $60,000 in stock, and a performance-based equity grant of 150,000 shares of common stock that vest in stages based on financial goals and continued employment, with acceleration upon a change of control. The agreement currently runs through December 31, 2028, subject to typical termination provisions.

Separately, as of December 31, 2025, the employment agreement of Chief Operating Officer Brady Smallwood expired by its terms, and he ceased serving as COO on that date. He remains on the company’s Board of Directors while management evaluates operational needs and reallocates his former responsibilities among other leaders.

Innovative Food Holdings reported higher continuing operations revenue in Q3, with sales of $16,423,716 versus $15,866,583 a year ago. Gross margin rose to $3,856,279. Operating income from continuing operations was $663,361, and income from continuing operations was $650,599, down from $861,011 last year.

The company recorded a net loss of $1,719,196 for the quarter, driven by a loss from discontinued operations of $2,369,795 tied to its strategic exit of the retail specialty cheese business and related logistics and cutting operations. For the nine months, revenue reached $49,247,466, with income from continuing operations of $1,729,974 and a net loss of $2,091,122.

Cash and cash equivalents were $684,322 as of September 30, 2025; total assets were $21,084,006 and stockholders’ equity was $6,444,650. U.S. Foods accounted for 36% of Q3 sales and Gate Gourmet for 15%. Shares outstanding were 54,785,684 as of November 13, 2025. Subsequent to quarter-end, Gary Schubert was appointed CEO effective October 3, 2025.

Innovative Food Holdings (IVFH) amended its property sale agreement. The company, through its subsidiary Innovative Food Properties LLC, and Mountaintop Holdings entered a Third Amendment that reduces the total purchase price from $9,825,000 to $9,225,000 for the sale of certain real property and related assets.

The amendment acknowledges the inspection period has expired and sets the closing date at 60 days following the date of the Third Amendment, with up to two extensions available by written notice and additional extension deposits. As a condition to effectiveness, Mountaintop Holdings will deposit an additional $150,000 of earnest money.