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Mangoceuticals, Inc. (MGRX) filed Amendment No. 1 to its Q2 2025 Form 10‑Q to correct the Exhibit 32.1 hyperlink, add Item 408(a) disclosures, and include related XBRL tagging. The amendment is presented as of the original filing date and does not otherwise update prior disclosures.
For the quarter ended June 30, 2025, revenue was $168,109 with a net loss of $5,415,820. For the first half of 2025, revenue totaled $277,415, gross profit $152,012, and net loss $10,255,309. Operating expenses for the first half were $10,273,696, including $4,165,924 of stock‑based compensation. Cash and cash equivalents were $101,019 at June 30, 2025. Shares outstanding were 10,535,791 as of August 14, 2025.
The balance sheet reflects $20,694,893 of net intangible assets (acquired patents and license) and total stockholders’ equity of $19,243,064 at June 30, 2025. The previously disclosed 1‑for‑15 reverse stock split effective October 16, 2024 has been retroactively reflected throughout.
Mangoceuticals, Inc. (MGRX) filed a Form 8-K announcing it issued a press release titled “Mangoceuticals Provides Clarification Regarding Availability of Branded GLP,” clarifying a prior press release issued on the same day.
The company furnished the press release as Exhibit 99.1, which is incorporated by reference into the filing. The disclosure is presented under Item 8.01 – Other Events, with no additional transactions or financial results included in this report.
Mangoceuticals (MGRX) reported a corporate update. The company furnished an 8-K noting it issued a press release discussing a partnership with Eli Lilly and Novo Nordisk to deliver affordable access to Zepbound and Wegovy. The press release is included as Exhibit 99.1 and incorporated by reference.
The update was disclosed under Item 8.01 (Other Events). No financial terms or timelines were provided in the excerpt.
Mangoceuticals, Inc. (MGRX) reported multiple corporate actions. The company signed a five-year Lease beginning November 1, 2025 for approximately 2,467 sq. ft. plus 1,253 sq. ft. of shared space at 17130 Dallas Parkway. Monthly Base Rent totals $4,852, and the company will also pay its 14.81% pro‑rata share of taxes, insurance, and common area costs. At signing, it prepaid $6,141 for the first month’s Base and Additional Rent and posted a $14,557 security deposit. The Lease includes a right of first refusal to purchase the Premises.
The company entered into a Separation Agreement with COO Amanda Hammer, whose employment ended October 22, 2025. Mangoceuticals will pay nine months of salary in equal monthly installments starting November 1, 2025, and may request optional consulting at $86 per hour. No material termination penalties were incurred beyond the disclosed separation payments.
Under Item 3.02, holders converted Series B Convertible Preferred Stock into common stock: Indigo Capital LP converted 500 shares into 366,667 common shares at a $1.50 conversion price, and Platinum Point Capital, LLC converted 32 shares into 23,466 common shares at the same price. The company cited the Section 3(a)(9) exemption; resale of conversion shares has been registered on an effective registration statement.
Mangoceuticals, Inc. reports an Amendment No. 5 to a Schedule 13D filed by Jacob D. Cohen and The Tiger Cub Trust showing combined beneficial ownership of 2,044,356 shares, representing 14.6% of the outstanding common stock (based on 13,266,437 shares outstanding as of September 11, 2025). The filing discloses a May 2, 2025 $100,000 loan from The Tiger Cub Trust at 18% annual interest that was amended on July 21, 2025 into an Amended and Restated Convertible Promissory Note (A&R Note) convertible at $1.785 per share and accompanied by warrants to purchase 50,000 shares at $1.815 per share. Mr. Cohen gifted 200,000 shares to the Trust and was granted a 500,000 share bonus plus options to buy 2,000,000 shares (exercise price $2.30, 10-year term) with specified vesting.
Mangoceuticals, Inc. filed a Form 8-K reporting entry into a Mutual Rescission and Release Agreement with Navy Wharf, Ltd., effective July 30, 2025, terminating and rescinding the March 24, 2025 Master Distribution Agreement (MSA) that granted exclusive U.S./Canada licensing rights to Diabetinol trade dress and related IP.
Under the original MSA the Company issued 1,000,000 restricted shares to Navy Wharf and agreed to pay 10% of net sales as royalty. The Rescission Agreement provides mutual releases of obligations, requires Navy Wharf to cancel the Navy Shares, and states no material early termination penalties were incurred by the Company. Separately, on July 29, 2025 a warrant holder exercised for 198,000 shares at $1.50, raising $297,000; those shares were issued as 198,000 net shares under an exemption from registration. Exhibit 10.1 (Rescission Agreement) is filed.
Mangoceuticals has received a Notice of Effectiveness from the SEC for their Form S-3 registration statement, effective as of June 24, 2025, at 4:00 P.M. The Form S-3 (File Number: 333-288039) is a shelf registration statement that allows the company to offer and sell securities to the public.
A Form S-3 filing indicates that Mangoceuticals meets certain eligibility requirements, including being current with SEC reporting obligations. This registration enables the company to access capital markets more efficiently by allowing them to register securities for future public offerings. The effectiveness notice means the company can now proceed with securities offerings under this registration statement.
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