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Kaival Brnds Innovatns Grp Inc SEC Filings

KAVL OTC

Welcome to our dedicated page for Kaival Brnds Innovatns Grp SEC filings (Ticker: KAVL), 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 Kaival Brands Innovations Group, Inc. (KAVL) SEC filings page on Stock Titan provides access to the company’s official regulatory documents as filed with the U.S. Securities and Exchange Commission. These filings offer detailed insight into Kaival Brands’ ENDS distribution activities, intellectual property strategy, corporate governance, and Nasdaq listing status.

Investors can use this page to review current and periodic reports, including Forms 10‑K and 10‑Q referenced in company communications, which discuss revenues from the distribution of Bidi Vapor products, cost structures, operating expenses and risk factors tied to FDA regulation of electronic nicotine delivery systems. Proxy statements such as the Definitive Proxy Statement on Schedule 14A describe board composition, director elections, executive compensation and matters submitted to shareholder votes at annual meetings.

Frequent Form 8‑K filings document material events. Recent examples disclosed by the company include the announcement and implementation of a 1‑for‑21 reverse stock split, notices from Nasdaq regarding minimum bid price compliance and staff views on whether Kaival Brands qualifies as a “public shell,” extensions to regain listing compliance, and the mutual termination of a previously announced business combination with Delta Corp Holdings Limited. These 8‑K reports help investors follow significant corporate actions and listing‑related developments.

Filings also cover governance and audit matters, such as shareholder approval of director slates and ratification of the independent registered public accounting firm, as reported in annual meeting results. Where applicable, registration statements referenced in company news (for offerings of units or proposed business combinations) provide additional detail on securities issuance and transaction structures.

On Stock Titan, Kaival Brands filings are updated in near real time from EDGAR, and AI‑powered summaries are provided to explain the key points of lengthy documents like 10‑K annual reports, 10‑Q quarterly reports and 8‑K current reports. This allows users to quickly identify disclosures on topics such as ENDS regulatory risk, intellectual property assets at Kaival Labs, capital raising transactions and Nasdaq compliance, while retaining the ability to review the full original filings when deeper analysis is needed.

Rhea-AI Summary

Kaival Brands Innovations Group reported major governance changes as it adjusts to trading on the OTC market after its Nasdaq delisting. The board accepted the resignations of directors David Worner, Ketankumar Patel, and Ashesh Modi, effective January 31, 2026, citing cost-saving and governance streamlining, with no disagreements on company matters. Interim CEO Mark Thoenes also resigned effective February 5, 2026. The board appointed Eric Mosser as Chief Executive Officer, highlighting his prior role leading transactions such as an international licensing deal with Philip Morris International and overseeing operations that generated nearly $120 million in revenue within 12 months. Using unanimous written consent, the board also approved amended and restated bylaws and a certificate of amendment, effective February 5, 2026, to enhance governance efficiency and support the company’s recovery plan, actions that did not require stockholder approval.

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Kaival Brands Innovations Group files its annual report for the year ended October 31, 2025, describing a business under significant regulatory and financial pressure. The company no longer imports or sells Bidi Sticks in the United States after an International Trade Commission patent case and a consent order stopping importation and distribution until a patent expires in October 2026. Its current primary revenue comes from an international licensing agreement with Philip Morris Products S.A. covering disposable nicotine e‑cigarette products sold in selected overseas markets. Kaival discloses a present need for additional funding, only about $0.5 million of cash and cash equivalents as of October 31, 2025, and “substantial doubt” about its ability to continue as a going concern. The report also highlights FDA marketing denial orders for both Classic and non‑tobacco flavored BIDI Sticks, heavy historical reliance on affiliate Bidi Vapor, efforts to diversify through GoFire vaporization intellectual property, and a terminated merger with Delta Corp Holdings.

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Kaival Brands Innovations Group, Inc. reported that it received a notice from Nasdaq staff on November 10, 2025 stating the staff’s belief that the company is a “public shell” and that continued listing of its securities is not warranted. Nasdaq staff cited the company’s lack of revenue-generating assets, a substantial reduction in employees and operations since the fiscal year ended October 31, 2023, and that 87.7% of its assets are patents and technology without definitive commercialization plans. The notice also referenced revenue of under $400,000 for the nine months ended July 31, 2025, compared with $6.1 million for the same period in 2024. Kaival Brands disagrees with Nasdaq’s view, considers itself an operating company, and plans to timely appeal, which will stay any suspension or delisting action during the hearings process, though there is no assurance the appeal will succeed.

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Kaival Brands Innovations Group, Inc. (KAVL) reported results of its 2025 annual stockholders meeting. As of the October 3, 2025 record date, 11,593,402 common shares were outstanding. A quorum was reached with 7,576,844 shares represented, equal to 65.35% of outstanding voting shares.

All director nominees were elected to serve until the 2026 annual meeting or until their successors are elected and qualified. Reported votes included: David Worner (5,515,833 for), Mark Thoenes (5,566,366 for), Ashesh Modi (5,538,862 for), and Ketankumar Patel (5,535,589 for). Directors are elected by a plurality of votes cast.

One proposal requiring a majority of outstanding shares was approved with 7,554,497 votes for, 22,094 against, and 253 abstentions.

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Kaival Brands Innovations Group, Inc. is asking shareholders to elect four directors to serve until the 2026 Annual Meeting and to ratify the Board's selection of MaloneBailey, LLP as the independent auditor for the fiscal year ending October 31, 2025. The company recommends voting "FOR" each nominee and "FOR" the auditor ratification; proxies are authorized to vote on other matters in their discretion.

The meeting is virtual at www.virtualshareholdermeeting.com/KAVL2025, accessible with a 16-digit control number. The filing discloses recent board turnover: multiple resignations earlier in 2024 and appointments on April 23, 2024. Beneficial ownership figures include holders with 1,569,514 shares (13.598%) and 1,400,144 shares (12.131%). Selected compensation and equity tables are presented, and certain vested options are noted will be canceled prior to closing a referenced Business Combination.

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Kaival Brands Innovations Group, Inc. received a second notice from Nasdaq on October 2, 2025 granting a 180-day extension to regain compliance with the Nasdaq Capital Market’s $1 minimum bid price requirement. The company now has until March 30, 2026 for its common stock bid price to close at $1 per share or more for at least 10 consecutive business days to meet this rule.

Kaival Brands told Nasdaq it intends to regain compliance by effecting a reverse stock split, if necessary. If the company fails to regain compliance by March 30, 2026, Nasdaq may move to delist the common stock, and Kaival Brands could then appeal to a hearings panel, though there is no assurance an appeal would succeed. The stock continues to trade on the Nasdaq Capital Market under the symbol KAVL with no immediate change from this extension.

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Kaival Brands Innovations Group, Inc. reported that on September 11, 2025 it and Delta Corp Holdings Limited entered into a Business Combination Termination and Release Agreement. This agreement, made under a termination provision in their September 23, 2024 merger agreement, formally ends the planned business combination between the two companies.

Under the termination agreement, both parties mutually terminated the merger agreement and all related ancillary agreements. Each side also waived any claims against the other that arise out of or are connected to the merger agreement and related documents. The full termination agreement is filed as Exhibit 10.1 to this report.

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Kaival Brands Innovations Group, Inc. (KAVL) filed a 10-Q for the quarter ended July 31, 2025 that highlights material legal, regulatory and liquidity risks. The company discloses substantial reliance on royalty revenue from a PMI licensing agreement and concentration of product sales: $1,228,535 from QuikTrip, $990,589 (19%) from GPM and $575,183 (11%) from FAVS. Management reports an accumulated deficit (presented as approximately $6.62 million) and intangible assets of $11.80 million with amortization expense of $589,806 for the nine months. The filing warns of significant doubt about the company’s ability to continue as a going concern due to the need for additional financing and regulatory uncertainty, including an FDA marketing denial order for Classic BIDI Stick upheld by the 11th Circuit and an ITC patent infringement investigation. Cash on hand included uninsured deposits of $1,018,926. The company paid $405,000 in Series B dividends on December 3, 2024 and recognized $2,873,750 of stock compensation expense in the nine months ended July 31, 2025.

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FAQ

What is the current stock price of Kaival Brnds Innovatns Grp (KAVL)?

The current stock price of Kaival Brnds Innovatns Grp (KAVL) is $0.018825 as of February 19, 2026.

What is the market cap of Kaival Brnds Innovatns Grp (KAVL)?

The market cap of Kaival Brnds Innovatns Grp (KAVL) is approximately 1.6M.

KAVL Rankings

KAVL Stock Data

1.58M
10.56M
Tobacco
Retail-nonstore Retailers
Link
United States
GRANT-VALKARIA

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