LFTD Partners (OTCQB: LIFD) plans $1.5M sale of Kenosha facility

Rhea-AI Filing Summary

On July 22, 2026, Lifted Liquids, Inc., a wholly owned subsidiary of LFTD Partners Inc., agreed to sell its principal operations facility at 5511 95th Avenue, Kenosha, Wisconsin, to Ad Real Estate Group LLC under a Commercial Offer to Purchase for $1,500,000. The building is about 11,238 square feet and has been used for office, manufacturing and storage; as of December 31, 2025 it carried a first‑priority mortgage with a principal balance of $852,755.

The buyer will provide $150,000 in earnest money, and closing is scheduled on or about September 16, 2026, subject to customary conditions including zoning, governmental approvals, surveys, lien searches and inspections. The agreement is not contingent on buyer financing. LFTD Partners plans to use net proceeds to repay the mortgage and then consolidate operations into other leased Kenosha facilities.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Purchase price for 5511 Building: $1,500,000 Mortgage principal balance: $852,755 Earnest money deposit: $150,000 +3 more

6 metrics

Purchase price for 5511 Building $1,500,000 Agreed sale price under Commercial Offer to Purchase

Mortgage principal balance $852,755 First priority mortgage on 5511 Building as of December 31, 2025

Earnest money deposit $150,000 Amount buyer must deliver following acceptance of the offer

Building size 11,238 square feet Approximate size of the 5511 Building in Kenosha, Wisconsin

Scheduled closing date September 16, 2026 Closing of the sale is scheduled on or about this date

Building purchase date December 14, 2023 Date Lifted Liquids, Inc. originally purchased the 5511 Building

Key Terms

Commercial Offer to Purchase, earnest money, warranty deed, Uniform Commercial Code lien search, +1 more

5 terms

Commercial Offer to Purchase financial

"entered into a Commercial Offer to Purchase (the “Agreement”)"

earnest money financial

"The Buyer is required to deliver earnest money in the amount of $150,000"

warranty deed financial

"convey title to the 5511 Building to the Buyer by warranty deed"

Uniform Commercial Code lien search regulatory

"a Uniform Commercial Code lien search, and inspection of the property"

forward-looking statements regulatory

"contains “forward-looking statements” within the meaning of Section 27A"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What transaction did LFTD Partners (LIFD) announce on July 22, 2026?

LFTD Partners’ subsidiary Lifted Liquids, Inc. agreed to sell its 5511 95th Avenue, Kenosha operations facility to Ad Real Estate Group LLC for $1,500,000 under a Commercial Offer to Purchase executed on July 22, 2026.

What property is LFTD Partners (LIFD) selling and how large is it?

The company is selling the 5511 Building, an approximately 11,238 square foot facility in Kenosha, Wisconsin. It has served as Lifted Liquids’ principal operations site, used for office space, manufacturing, and storage since being purchased on December 14, 2023.

What are the key financial terms of LFTD Partners’ (LIFD) Kenosha building sale?

The agreed purchase price is $1,500,000, with the buyer required to deliver $150,000 in earnest money after acceptance. As of December 31, 2025, the building was subject to a first‑priority mortgage with a principal balance of $852,755.

When is the sale of LFTD Partners’ (LIFD) 5511 Building expected to close?

Closing is scheduled on or about September 16, 2026, subject to customary closing conditions and contingencies. These include zoning, easements, governmental approvals, surveys or maps, document review, Uniform Commercial Code lien searches, and inspections of the property.

How does LFTD Partners (LIFD) plan to use the proceeds from the building sale?

LFTD Partners plans to use the net proceeds to repay the outstanding mortgage on the 5511 Building. Following the sale, the company intends to consolidate operations into its other leased facilities in Kenosha, Wisconsin.

Is LFTD Partners’ (LIFD) building sale dependent on the buyer obtaining financing?

No. The Commercial Offer to Purchase explicitly states that the transaction is not contingent upon Ad Real Estate Group LLC obtaining a financing commitment. The sale remains subject to other customary closing conditions described in the agreement.

0001391135 false 0001391135 2026-07-22 2026-07-22

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

July 22, 2026

LFTD PARTNERS INC.

(Exact name of registrant as specified in its charter)

Nevada		000-52520		87-0479286
(State or other jurisdiction of incorporation or organization)		Commission File Number		(I.R.S. Employer Identification No.)
14155 Pine Island Drive, Jacksonville, FL				32224
(Address of principal executive offices)				(Zip Code)

847-915-2446

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

The registrant's common stock, $0.001 par value per share, is registered under Section 12(g) of the Act and is quoted on the OTCQB Venture Market under the symbol “LIFD.”

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 1.01.  Entry into a Material Definitive Agreement.

On July 22, 2026, Lifted Liquids, Inc., an Illinois corporation doing business as Lifted Made (“Lifted”) and a wholly owned subsidiary of LFTD Partners Inc. (the “Company”), entered into a Commercial Offer to Purchase (the “Agreement”) with Ad Real Estate Group LLC (the “Buyer”), pursuant to which Lifted agreed to sell, and the Buyer agreed to purchase, the real property and improvements located at 5511 95th Avenue, Kenosha, Wisconsin 53144 (the “5511 Building”).

The 5511 Building is an approximately 11,238 square foot building that Lifted purchased on December 14, 2023 and that has served as Lifted's principal operations facility, used for office space, manufacturing and storage. As previously disclosed, the 5511 Building has been offered for sale, and as of December 31, 2025 was subject to a first priority mortgage with a principal balance of $852,755.

Under the Agreement, the purchase price for the 5511 Building is $1,500,000. The Buyer is required to deliver earnest money in the amount of $150,000 following acceptance of the offer. The Agreement was made on July 21, 2026 and was accepted and executed by both Lifted and the Buyer on July 22, 2026. The Agreement was executed on behalf of Lifted by Nicholas S. Warrender, the Company's Vice Chairman and Chief Operating Officer.

The closing of the sale is scheduled to occur on or about September 16, 2026, subject to the satisfaction or waiver of customary closing conditions and contingencies set forth in the Agreement, including, among others, contingencies relating to zoning, easements and restrictions, governmental approvals and licenses, delivery of a survey or map of the property, document review, a Uniform Commercial Code lien search, and inspection of the property. The Agreement is not contingent upon the Buyer obtaining a financing commitment. At closing, Lifted has agreed to convey title to the 5511 Building to the Buyer by warranty deed, free and clear of liens and encumbrances except as permitted under the Agreement, and the parties will prorate real estate taxes and other customary items as of the closing date.

The Company intends to use the net proceeds from the sale to repay the outstanding mortgage on the 5511 Building and, following the sale, plans to consolidate its operations into its other leased facilities in Kenosha, Wisconsin.

The Agreement contains customary representations, warranties, covenants, contingencies and default provisions for a transaction of this type. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed as Exhibit 10.94 to this Current Report on Form 8-K and is incorporated herein by reference.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the expected timing and completion of the sale of the 5511 Building, the anticipated use of the net proceeds of the sale, and the Company's plans to consolidate its operations. These statements are based on the Company's current expectations and are subject to risks and uncertainties, including the satisfaction of the closing conditions and contingencies under the Agreement, that could cause actual results to differ materially. There can be no assurance that the sale will be completed on the terms described, on the anticipated timetable, or at all. The Company undertakes no obligation to update any forward-looking statement, except as required by law.

Item 9.01.  Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
10.94		Commercial Offer to Purchase, made July 21, 2026 and executed July 22, 2026, by and between Lifted Liquids, Inc. and Ad Real Estate Group LLC, with respect to the real property located at 5511 95th Avenue, Kenosha, Wisconsin 53144.

1

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized.

LFTD PARTNERS INC..

/s/ Gerard M. Jacobs

Gerard M. Jacobs

Chief Executive Officer

Dated: July 23, 2026

2

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.94 COMMERCIAL OFFER TO PURCHASE, MADE JULY 21, 2026 AND EXECUTED JULY 22, 2026, BY 4.1 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABELS LINKBASE DOCUMENT 19.7 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 13.1 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.3 KB